


Yang's Faunus Adventure

by GrimGraveyard



Category: RWBY
Genre: Alternate Universe, Alternate Universe - No Creatures of Grimm (RWBY), Explicit Sexual Content, F/F, Futanari, Futanari Yang Xiao Long, Implied White Rose, Lending Out Your Girlfriend, Lonely Housewife Kali, Mother-Daughter Relationship, No Grimm, Other, Pizza Deliverer Yang, Plot What Plot/Porn Without Plot, Sexual Encouragement, Sexual Tension, Threesome - F/F/F, Watching others fuck, White Rose - Freeform, semi-incest
Language: English
Status: Completed
Published: 2020-11-04
Updated: 2020-11-04
Packaged: 2021-03-09 03:48:23
Rating: Explicit
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 3
Words: 29,426
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/27388216
Author URL: https://archiveofourown.org/users/GrimGraveyard/pseuds/GrimGraveyard
Summary: Brought over from FF. Yang, rookie-huntress and pizza delivery girl, works part-time to help pay for Combat School. When her best friend and love-interest's mother makes an order, things take an interesting turn...which escalates into something else entirely once Blake and a certain chameleon get involved. Three commissions put together under a new name.
Relationships: Blake Belladonna/Kali Belladonna/Yang Xiao Long, Blake Belladonna/Yang Xiao Long, Ilia Amitola/Yang Xiao Long, Kali Belladonna/Yang Xiao Long, Ruby Rose/Weiss Schnee
Comments: 2
Kudos: 62





	1. Chapter 1

**Author's Note:**

  * For [Rashaan Butler (Rashaan_Butler)](https://archiveofourown.org/users/Rashaan_Butler/gifts).



> First piece of an old commission from FF. Inspired me to write A Drowsy Blunder. Read this under the premise that Grimm doesn't exist.

****

RWBY does not belong to me, but to Rooster Teeth.

****

**  
**

**Cougar on the Prowl**

Vale summer-season, Friday night; the time of week when people cut loose and party and the season when the temperature and hormones are high. A winning combination when you weren't stuck at work like Yang Xiao-Long currently was; having to work part time to help pay her through Beacon Academy Combat School was a sign of independence that she embraced wholeheartedly, but it had its fair share of drawbacks.

"So, sis, do you have any plans for tonight?" she asked, minding her own business as employees hustled to and from around her. Pizzerias were the most active during Fridays and weekends and as a delivery-girl, Yang had to help every single time, leaving her with barely any time for herself. Her sister on the other hand…

_"Well, Weiss is taking me to the cinema tonight,"_ Ruby replied. While the blonde was happy for her sister and her girlfriend/teammate, it was a smidge upsetting. _"Then we're going to that new restaurant that opened recently; you know the one near the mall? I think Weiss wants to show off… Not that I complain, though!"_

A smidge upsetting that her younger sister not only had a girlfriend, but could enjoy the brief time off from studies and training instead of working like some others. Not only has Yang not been able to confess to Blake about her heavy crush on her, said Faunus was also away with friends out of town. God, that minx was drop-dead sexy; jet-black hair that cascaded down her back, white skin that begged to be kissed and nipped, and amber eyes accentuated with purple eyeshadow in catseye style. Curvy and hips so taunt it drove anyone crazy, with a perfect ass that just asked for a spanking…or a tonguing; oh did Yang ever appreciate a good rear. The winning combination of white, yellow, and black, coupled with that ass, had the blonde changing her underwear a lot more often than she cared to admit and it certainly had not stopped her from pleasuring herself – stimulating her vagina as well as her cock (a result from a case of hermaphroditism, apparently from her birth-mother) – while fantasizing about Blake. Oh the things she would do to her if given the chance…she would make Blake push her kitty to her—

Yang bit the inside of her cheek and punched herself in the leg. This wasn't the time to get an erection, what with her personal tracksuit would only draw attention to the bulging outline of her length.

Still, she was happy for Ruby at the end of the day and going to Combat School had allowed the blonde to meet Blake Belladonna in the first place; training for Aura and Semblances, combat schools trained people to handle things the military could not and Yang, ever the thrill-seeker, had enlisted without a second thought. Meeting Blake had just been the cherry on top – a cherry that Yang hoped to pop during a wild sex-session.

Alas, it was expensive and while their dad had offered to help (being more than capable of doing so) the blonde brawler had insisted on getting a part-time job to make it easier for him. In retrospect, it had perhaps been an unwise decision.

"That's nice, Rube. Tell Weiss I said ´Hi´, alright? Also, think you two can do me a solid and buy some Mistral take-away food on your back? It's going to be a long night here I'm afraid and I rather not eat pizza again; gotta keep myself fit and all."

Ruby giggled over the scroll. _"Will do! The usual, right?"_ The sniper paused and distant chatter could be heard. _"Oh, and Weiss wishes you luck!"_

"Give her my thanks and about the food; you know it." She smirked to herself. It was one of the few things she could enjoy when she got home late. "By the way, how far have you and Weiss gotten—"

"Hey! Yang!" a man shouted. "We've got an order ready for you!"

"Welp. I got to go, but we'll talk later, Rubes! Don't forget about the food!" She ends the call and seals her scroll shut as she makes her way through fellow workers. "Yes sir?"

"You're to take this order and deliver it to this address," her boss typed away at his scroll. "Make sure you're not late."

She rolls her eyes. "Yeah yeah, I know. I'm not exactly new at this." Her scroll pinged. She inspected the message, eyes narrowing as she re-reads the address. "Wait…Isn't this…?"

Blake's address. There was no mistaking this. Yang had never actually been inside the Belladonna household, only passing through it once a little while back (and having met her dad in quick passing). Either Blake had been lying about visiting friends out of town, or her parents fancied pizzas, which struck as strange seeing how they basically ran Menagerie from afar and were rather well-known and probably only enjoyed fine dining.

"One can hope she's still home." Yang grinned and adjusted the collar of her black-and-yellow racing suit, complete with her personal emblem at the back. The front was only zipped up just below her displayed ample cleavage – it got real hot in a matter of seconds otherwise – to avoid getting a heatstroke as she headed out, order in hand.

**OXOXOXO**

Kali closed her laptop abruptly with a groan. She rested her face in her hands, jittery with frustration. She had been writing for what felt like the whole day and had only gotten so far on her book, distraction gnawing at the back of her head and settling between her thighs. Normally she would have called for her husband, Ghira, and mounted him right away, but unfortunately he was back in Menagerie to take care of businesses as the mayor.

It had only been almost a full month now and the Faunus woman was at her limits. Feeling lonely and being sexually frustrated did not exactly end well. Kali reached down, feeling up soaked panties as she drew small circles around an engorged clit. She screwed her eyes shut as vivid images displayed before her mind's eye; Ghira was home and just as desperate and needy as she was, frantically searching for her with an animalistic fervour.

And then he would find her, ready and waiting in bed. She would wiggle her rear at him, beckon him, and watch with glee as he literally tears and sheds his clothes off just so he can take her; fuck her like the animals they are, breed her with a new baby, and just dominate her like an Alpha-Prime.

Muscles tensed and relaxed sporadically as she slipped underneath the underwear and dipped inside wet folds. Overloaded from neglect and loneliness, it did not take the mature woman long to vent out if only a little as she trembled and clasped her thighs over her hand.

Her pussy was in heat that was in desperate need for quenching. Her own fingers could only do so much.

New images took root, edging her on closer to the abyss of bliss; this time it was not Ghira, but a handsome man – or a gorgeous woman – making housecalls and Kali invited them in. She would offer them a drink; subtly seduce them until neither could fight the temptations any longer. She would dominate them this time, play them like a flute and have them worship her like a queen. Maybe they would be humans as well and worship her for being a Faunus, displaying complete obedience. Now that was an interesting thought. Some people hated the Faunus still, so why not let it be a human racist and convert them – convert the hater to a Faunus-worshipping sex-slave who could only get off from Faunus'.

Kali chewed on her bottom-lip and sharply exhaled through her nose. She curled a finger inside of her and shivered with pleasure. Having a human male feverishly jerk off to her, have him worship the very ground she walked on…maybe let him fuck her, have him ejaculate inside of her…Or what about a woman? She had explored enough in her younger days to know what a woman liked; maybe she would let the human female eat her out whenever Kali wanted, keeping her around the house whenever Ghira was away.

She let out a whimpering moan and quivers as small pleasure washes over her.

Yellow eyes peeked up at the clock. Between when she called for a pizza – a treat befitting it was Friday evening and to reward herself for her hard work today – and now had felt like an eternity. She arched back into her recliner and yawned cat-like, stretching her arms and rolling her neck. She slumped and released a quiet purr. She rested her eyes to the sound of the grandfather-clock's ticking in the background until the doorbell had them snapped open wide with attention. In her loneliness and sex-starved state Kali knew that if she played her cards right, this was going to be an exciting night.

**OXOXOXO**

The humming engine of Bumblebee – the brawler's personal motorcycle – came to a slow stop as Yang inspected the building. The house was large, easily dwarfing hers and Ruby's own back in Patch village. It was mighty impressive with its Menagerie style; wooden siding and brown roof tiles framed the multilevel house. Plant-beds with exotic flowers grew along the stone-path to the front door and palm trees were haphazardly spread along the perimeters of the villa.

She glanced down at the scroll message. "This is it… This is where Blake lives, huh." She jumped off the motorcycle and picked up the delivery. "First time for everything, I guess."

It would be an understatement to say that Yang was panicking on the inside; what if Blake was still at home and answered the door? The blonde knew how to keep up her cool, collected exterior, but the gorgeous Faunus always managed to get under her skin without knowing or trying.

Steeling herself, Yang rang the doorbell. She waited, listening to the noise of cars driving in the distance. The quickened sound of footsteps caught her attention; the lock clicked and the door opened.

Yang's breath caught in her throat and her heart did a double-take. For a moment she swore she was seeing Blake in the doorway, but this _woman_ – this stunning creature of human voluptuousness and feline beauty – could not be her, yet the similarity was striking! The woman was as tall as Yang, meeting her eyes at an even level. Short, raven-black hair curled at neck-length around two large, pierced cat-ears with gold rings. Yellow eyes with the same kind of purple eyeshadow regarded her and a sultry smile curved full lips in a cat-like fashion. This woman – Blake's mother or solder sister, it was hard to tell – wore a black robe made of silk, trimmed with gold, the same colour as the catpaws printed over the robe. Black arm-warmers extended to the woman's middle-fingers, judging by the looks of it, and her robe was hanging loosely by the edge of her shoulders, allowing a fair amount of skin to tempt Yang with a longer-than-she-should-have look.

If Blake was a bombshell, this woman was a nuclear warhead. She was every bit as sexy as Blake and much more. And that sultry, inviting look; it was as if she was undressing Yang with her eyes. Was she imagining it? Either way, this image right here would be saved in the spank-bank for later.

She shifted uncomfortably, her cock straining against the suit, her nostrils flaring and pupils dilating as the woman seemingly spoke, "…made it here just in time."

Yang blinked. "P-Pardon?"

The woman chuckled. It was airily, gentle. "I said I'm glad you made it here just in time. I haven't eaten in hours."

"Oh, I'm just doing my job, ma'am!" She mocked saluted her customer with a grin. "A swift delivery equals a satisfied customer and we always serve it hot!"

The woman muttered something the blonde didn't quite catch and clasped her hands together with a vixenish smile. Gods above that smile alone could make the brawler cum. "Wonderful. I couldn't imagine eating it any other way. Well, I do believe that deserves a tip, wouldn't you say? Do step inside; you can put it over there," She gestured towards a small table near the entrance. "And I'll get you your money, dear."

Yang grinned playfully at her. "Sure thing, lady!" She entered the impressive house and would have appreciated the entry way with its cream-coloured plaster and light-coloured wood walls, the smooth pale pink rug, and the beautiful paintings hanging on said walls had her gaze not been immediately drawn to the luscious woman and the way she sashayed.

Kali walked over to a small storage bench with a feline grace, searching through assorted keys and trinkets. "I'm glad you arrived when you did; being alone in this big house with both my daughter and husband away can be taxing." She chuckled, the sound sensuous and thrilling. "I could use some company, however fleeting it may or may not be."

"I can imagine…" Yang replied with her gaze trained on the woman. So this was Blake's _mother!_ That certainly explained this woman's sex-appeal and certainly where Blake got hers from; was Kali's Semblance to be the absolute paragon of attractiveness and how had it transferred to Blake?

And that was when she lost her train of thought; Kali peered over her shoulder at the blonde with a provocative look that practically screamed lust as she bent forward ever so subtly…and slid her robe over to reveal her just where Blake had gotten the `Bellabooty´ from. The milfy Faunus smiled an erotic smile and flashed the tip of a petite fang as she swayed her hips invitingly, drawing the attention of lilac eyes. Her G-string panties, black and white-trimmed and lacy, were snugly fitting between full, perfectly curved pale globes…and the material used was apparently _translucent._

Yang's flashed deep crimson for a brief moment out of lust – out of **want.**

She saw everything; the meaty, puffy labia lips of Kali's outtie pussy, her engorged clit, the moisture of her already heated excitement and anticipation…and just like that it was gone as swiftly as it had appeared.

The robe fell back over at as the dark-haired enchanter straightened and Yang sharply exhaled through her nose only to be given another treat as she sash came undone and parted to reveal just how similarly see-through Kali's bra was. Ample-sized breasts stole Yang's attention with their firm, round shapes, capped with dusky nipples. The woman was slim like a model or swimmer and had taut curves that were beginning to drive Yang mad with desire, with birthing hips that accentuated her rear which shook ever so invitingly with each calculated step. Her feline gaze stared the blonde down like a cat before a mouse that had the brawler's pulse rising and heartbeat pounding. The suit suddenly was way too tight around her crotch and she had half a mind to just whip her cock out right here and now, if mostly to return the treat Blake's mother had been so kind to give twice over.

Did she dare?

The raven-haired Faunus sauntered over with lien in hand. "Here's fifteen lien for the pizza…and another forty lien for you; you've earned it." She paused for a second as her words trailed. "I apologize; I don't think I caught your name, dear."

"I'm Yang Xiao Long, ma'am," the brawler replied without hesitation. "I'm—"

A gasp. "You're Blake's friend! What a small world; my baby-girl speaks rather highly of you, you know!" And just like that, the sultriness was gone. Her face beamed and her demeanour changed to that of a loving, kind mother with a friendly, motherly attitude towards the blonde despite displaying her voluptuous body and lust-inducing underwear. "It's so nice to finally meet the girl whom my daughter can't stop talking about. Thank you so much for everything you've done for her; I can only do so much for her from here, so it's a relief to know she has such wonderful friends by her side."

"L-Likewise," Yang managed. For a moment she forgot about the sexual tension that lingered in the air and was in awe. Blake's mother was amazing – the complete opposite of her own who still was on the other side of Remnant – and she gained newfound respect for the woman.

Of course, neither of them seemed to want the evening to end just yet and certainly on such a sweet note. Kali's expression resumed its vixenish smile as she stepped forward and a blood rushed from Yang's head to her cock. She eyed Yang up and down, her gaze focusing on the now visible bulging outline of her suit. "You know, my daughter and husband are the loves of my life, but as I mentioned, with my husband away and Blake out of town partying…It does get so lonesome."

"Yeah," the brawler uttered with a small grin. Her mind was reeling and she knew what was happening, but she didn't want it to stop. "That's a problem, Miss Belladonna."

"I think we're past formalities at this point. Call me Kali," the Faunus woman replied as she traced the bulge. "And like you, I also serve it hot." She purred disarmingly at the blonde. "I like what I see." She peered down at Yang's impressive cleavage and gave her length a squeeze over the suit. "And I certainly like what I'm feeling. Why Blake hasn't capitalized on this, I will never understand."

Yang nearly lost it. She kept seeing Blake in Kali – almost believing that this was a prank of some sort – but Blake was not this forward. Blake preferred to be by herself, reading whatever romance or smut stories she could find and only hung out with close friends.

Kali on the other hand was practically throwing herself at her with an aura of sexuality and the brawler realized she had two options…until one of them, not sure who, had leant forward to cross that final short distance to claim soft lips in a hungry kiss.

**OXOXOXO**

The two quickly found themselves in the livingroom, feverishly kissing while fumbling past furniture. The black robe had slid off and pooled around the Faunus woman's feet before kicking it away. She pressed her body against Yang's, her body-heat seeping through the suit, as the blonde struggled to peel what was practically second-skin off her athletic body. Once the arms were freed her upper body followed suite, bared for amber eyes to see in full glory.

Kali broke the kiss and nipped Yang's bottom lip as she stepped back to silently admire large mounds of malleable flesh. She smirked at her and unhooked her bra in the process, letting it fall to the floor before she pressed herself up against the brawler to seal their lips together.

Yang snickered into it. She reciprocated and wanted nothing more than to get out of the tracksuit completely, but why rush? This love-exchange would take the time needed, consequences be damned! She pressed her tongue against the seam of Kali's lips in wordless askance and delved into her mouth upon her grant of access. The raven-haired beauty' coiled against hers, coiling inside the blonde's oral cavern. Hands mapped out heated bodies and caressed every nook and cranny they could reach, from the luscious curves of their rears to the tresses that crowned their heads. Fingers buried themselves deep into dark and flaxen locks—

"Mmph." Yang reluctantly pulled back, her face reddened as well as her eyes. "Be careful with the hair. I take pride in it."

"Of course," Kali replied understandingly. "Then, what about _here?_ " Both sets of nails dug into the brawler's back as the latter hissed with pleasure and caused her Aura to shimmer as the Faunus dragged her nails down the younger woman's back. "Or maybe… **here?** " She was cupping Yang's firm ass, kneading cheeks through the suit. "Perhaps you'd prefer if I focused on your breasts instead? Then again, my mouth isn't busy at the moment…"

Yang's nostrils flared as she shot a smirk. God damn, Blake's mother wasn't playing around. She proudly jutted out her chest. "Go ahead. They won't bite."

Kali's laugh, previously airily and friendly, was low and alarmingly husky. "But **I** do."

The brunette took an erect bud into her mouth, her hands now squeezing the delivery-girl's butt and raking fingernails across her back, straining her Aura. A flexible muscle swirled around the rosy bud before lips pursed around it to suckle it. Teeth occasionally grazed it with just enough pressure to cause Yang to swear under her breath with a pleasant shiver before Kali did the same to its twin.

It was obvious that this minx of a mother truly was experienced. Yang sighed and quietly moaned as she let Blake's mother treat herself, but the throbbing down below was starting to distract her. Besides, it felt kind of embarrassing to just stand there and do nothing.

Ever the warrior, the brawler grabbed Kali by the neck-hair and yanked her up to busy full lips with her own. The cat Faunus purred into the kiss, wrapping her arms around the human's neck. Strong hands grabbed and tugged her panties down; Yang broke the kiss for a hot second to pull them down completely – admiring the view of a trimmed little bush above her mound with few strands forming a U-shape around Kali's pretty pink sex – smelled nice, too – to fling the underwear across the room before resuming the kiss. She rolled her hips and pressed her length through her suit against the milfy feline woman's abdomen.

Kali chuckles darkly and reaches down to the zipper as Yang peels the tracksuit off her; her cock springs free, bobbing and throbbing at full length - 7.75 inches in length and 6.5 inches in circumference, she had measured and was mighty proud of it – as precum leaked from the tip. Her only clothing, a light-purple thong, barely manages to keep clean-shaven avocado-shaped balls in place, with just a bush of golden curls rested just above the base of her girl-dick. Yang's body was slender yet strong like an athlete; her abdomen showed defined aps that did not overlap her feminine curves and her arms showed coiled muscles underneath fair skin.

A bolt of wet heat shot straight between her legs as the raven-haired minx wetted her lips and gawked at it—

"All real," Yang stated as she shook her hips enough to make her member bounce a little. "All for you."

Yellow eyes flickered and met with lilac ones. Kali smiled a sly smile and rubbed her thighs together in anticipation as she chewed on her bottom-lip. "And what, pray tell, are you going to do to me with it?"

The blonde grinned. She kicked off the tracksuit and scooped the cat Faunus up in her arms, startling the older woman. She carried her to the couch and sat her down before immediately diving between creamy loins—

"Oh my."

—and nudged them aside to once again admire the view of Kali's pussy. Its liquid excitement had already run down her inner thighs and dripped down onto the couch, quivering with need. Yang leant in closer, breathed in the musky, tangy scent that made her mouth water, and nearly lost it.

Feeling a hand impatiently but carefully borrow into her hair, Yang pressed her face against Kali's sex as thigh immediately clamped down around her head. She sharply inhaled the earthy scent and lapped up the addictive taste with gusto as the Faunus moaned continuously with acute hisses and trembled in her seat. The blonde reached over to separate wet folds as she ran a hot path across Kali's slit and paid sweet tribute to her engorged bundle of nerves. She lapped up wet heat, smearing it over her lower jaw. She was eating out the orifice that had spawned Blake – a thought that was equally disturbing as well as exciting enough – to edge the brawler on as she swirled her tongue around a clit, flicking at it with the tip of her talented muscle before running it along flushed lips.

Kali purred as she kept Yang locked betwixt her loins. She shuddered as pleasure struck her continuously in smaller doses and she arched as far back as she could, patting the younger woman on the head. "Oh my…You certainly know how to make an old lady feel—" The Faunus woman gasped as a small orgasm rolled over her. "S-Special~" Her weak laugh was cut short from another moan; hearing a woman old enough to be her mother making such sweet sounds because of _her_ boosted the blonde's confidence and listening to her was music to Yang's ears. "I've a- _Ah!_ -lways supported Human-Fa— _Aahh…!_ -unus r-relations…I'm glad I made the right c-choice…!"

The brawler snickered. "What can I say? I clearly love my women with a bit of animal in them."

"I never would have imagined… _Yes, right there, o-oh gods_ …t-that a human would be between my legs…" She hissed with content and pinched her nipples for added stimulation. "You look like you belong there."

They exchanged dirty, knowing looks as Yang doubled her efforts; she lapped at the brunette's slit, prodding velvety depths that made Kali quiver and suckled on her engorged clit to earn a strangled cry. She ran her tongue along the Faunus' slit, each breath more potent with Kali's scent than the last, and lightly grazed her clit with her teeth. Creamy thighs locked even tighter around her head as the cat Faunus orgasmed, spilling her nectar for the blonde to lap up like a kitty with milk. The brunette was quivering like a woman's vibrator as she cried out and rolled her hips, desperate to milk as much pleasure as she could from that flexible muscle.

Once Kali's high subsided she went slack, bones rendered to pliant, hot goo. "Oh my…So that's what it feels like…"

"What?" Yang inquired with laboured breaths. She shot the older woman a smirk. "An orgasm?"

"Receiving oral sex," the Faunus shot back with a coy smile. "My husband does not fancy the idea."

The brawler guffawed. "His loss then. You taste amazing." She sneered. "I could do it again, but I'm getting quite needy here myself…"

"I bet you do~" The raven-haired mother patted the couch. "Take a seat, darling, and let me show _you_ a good time…"

"Yes ma'am!"

Within seconds the roles were reversed; Yang sat on the couch, legs spread and resting comfortably as Kali settled between strong thighs. She wrapped a hand around the impressive length with a wicked mirth in her eyes as she slowly jerked it. "It's bigger than my husband," she huskily uttered in awe. The voluptuous woman runs her tongue across soft lips and jerks her daughter's friend's cock faster as her other hand plays with lower lips and dips a digit inside wet heat.

"You know how to stroke my ego, Kali," the brawler shoots back and sighs contently. This was way better than doing it by yourself; the older woman's accumulated experience paid off as she guided Yang's girl-dick into her wet oral orifice—

_"Oh, fuck…!"_

—and suckled on the mushroom tip. She swirled her tongue around it before taking it deeper into her mouth and applied suction. The blonde's member was quickly coated in sheen of spittle and with every bobbing of her head Kali took in more of Yang's dick into her mouth until it was impossible to go any farther. The Faunus mother pulled away, drool bridging her lips and the tip together before it snapped. She quickly resumed kissing and licking the impressive member, slathering it with her tongue from top to base—

Yang sharply exhaled. "Kali…!"

—and nuzzled against the brawler's balls; they were slightly saggy and to the brunette's surprise covered up Yang's other meaty sex.

"Keep your eyes on the prize, kitty cat." Yang smirked and chuckled when yellow eyes playfully glared back. "I've got to say, you certainly look like you belong between _my_ legs, Kali. Sucking cock: a human's cock no less, it looks fitting."

The raven-haired mother ran her tongue underneath her guest's balls and sucked on them one at a time before finishing it with a kiss. "Don't get cocky, my dear. You'll want to stay on my good side if you want to get together with my daughter, which for the record I do want you to." She shot her a small grin over the raceplay attempt. "This is what an older Blake could potentially look like; she has my looks after all."

Yang shuddered with delight at the thought and smiled. "Sorry about that."

"Don't be. I enjoy dirty talk," Kali replied. She lavished the blonde's balls with kisses and suckled them before trailing a sloppy path up Yang's cock which she still jerked at a quicker pace. Pre frothed at the tip and was quickly licked up as the brunette takes the blonde's cock back into her eager mouth, sucking her off like a pro. Those same lips that kissed her husband and pecked Blake on the cheek was now obscenely spreading around the brawler's girl-dick.

_"Fuck…!"_

It throbbed and jerked inside Kali's throat. At this rate the brawler would cum right then and there – a certainly promising prospect – but she didn't want to it; if she was given the chance to bed Blake's sex-goddess of a mother, then she had to take her in her favourite position.

She steeled herself and bit the inside of her cheek as she watched Kali wrap her luscious lips around the mushroom tip, jerking Yang off while playing with herself.

What a sight. Maybe she ought to have filmed the whole thing?

Before the pleasure reached its peak, however, Kali stepped back and straightened. Her breath was laboured, but she still smirked like the cat that got the cream. "It's a sofa-bed. Let's give ourselves a bit more room for when you take me by storm, dear."

Yang's eyes flashed bright red and she grinned. Simple enough, the sofa-bed was complete and before Kali could even begin she was pulled down and immediately pinned down by the brawler. The mushroom tip prodded her pretty pink sex, teasing the mature woman as the blonde smirked. "You ready?"

Kali flashed a playful grin. "Ahh, the hubris of youth," she joked. "Don't hold back on me now, little dragon."

That did it. Yang adjusted herself and thrust her hips. The head of her cock parted puffy lips and delved into wet heat as both of them groaned and hissed.

So _tight_. It was unbelievably snug. Inner velvety walls clamped down around the large intruder and Yang had to steel herself so she did not blow her load right then and there. Kali convulsed, hissing and bucking as her feminine channel tried to accommodate the impressive insertion.

"Holy…" She moaned, the sound throaty and laced with lust. "I don't know if it's because my husband— _Ohgoodheavens!_ — ha-has been a-away for so looong…" Her breathing was laboured, her chest rising and falling with each inhale. "O-Or if you're j-just so much b-bigger…"

The brawler sharply exhaled through her nose and gritted her teeth. She had had sex before – a time in her life when she, intoxicated, had visited a brothel and spent the night with some short, mute chick – but this was on a whole different level. Kali's pussy was so borderline inflexible and it felt so good! It took all her willpower and a bleeding inside her mouth to ensure she would not cum as she slowly sheathed her thick length inside of Blake's mother. Yang eased herself up to the base with a string of pleasurable groans; it was as if her cock was wrapped in wet, warm silk.

"Fuck…" she huskily uttered. Her muscles tensed as she acclimatized. "Fuck…"

They exchanged looks – heated and wild – and Yang kissed her with a rough passion. She moved her hips in a slow, but even rhythm as she dragged out her dick until only the head remained inside before slamming it all back inside the velvety depths.

Kali gasped into the kiss. She scratched the blonde's strong, wide back, tearing at her Aura as the sofa-bed rocked with each pounding. It creaked and strained against the carpeted floor, the sound reverberating throughout the room with the ticking of the grandfather-clock ticking away. Seconds turned into minutes turned into what felt like eternities as Yang fucked Kali with machine-like movements and the strength of a horse.

The levels of wet depths she reached was incredible; she swore she was reaching the mother's cervix and the thought of cumming inside of the Faunus, reaching that deep inside, edged the blonde on. What debauchery this was, mating with your friend and love-interest's mother and ejaculating inside the hole she came from.

_"Fuuuck…!"_

Yang cocked her head and pressed her lips against Kali's throat, kissing and sucking on fair skin till it bruised. She trailed a path of pain down to the brunette's collarbone and nuzzled against it as she pounded away. Kali let out a litany of mewls of approval as she took everything her daughter's friend had to give; she trembled with each thrust, smaller orgasms wrecking her body as a cock larger than Ghira's reached places she did not even know could be with a force that nearly knocked the air out of her lungs with each plunge.

"G-Gods, Ya-Aahh-nng!" Her voice was raspy and shrill. "You're s-stretching me out…!"

"And yet," the brawler replied in-between thrusts. "You're so." She nearly growled. "Tight!"

"If you—" A sharp gasp. "Want to cu-" She hissed and mewled loudly as another orgasm washed over her. "C-Cum, go right a-a- _AH!_ -head! Y-You d-dirty little h-human…!"

Yang smirked devilishly. At this rate she would likely reach her high earlier than she would like and, being the ass-lover that she was, decided it was time to change this up a little; with a disapproving noise from Kali, Yang pulled out and straightened. She hefted Kali up, startling her, and rolled her over to her stomach.

The brunette quickly caught on and raised her backside with an inviting wiggle. She clawed at the cushiony couch beneath when her womanhood was once again crammed with the brawler's cock, strings of moans escaping her throat. Her vision swam ever so slightly from the sensation as she tried to even her breathing. Her heart pounded loudly and her body was burning hot; she was a quivering mess and at Yang's mercy, the knowledge only adding to the thrill and pleasure.

A sharp pain stung at Kali's left ass-cheek and she gasped with a loud cat-like snarl. Glancing back and noticing the reddened handprint, the blonde raised her hand again as she rolled her hips—

The sound of flesh slapping flesh was distinctly deafening and the pleasure-pain that came from the spanking was eroding the Faunus' senses. It spread from synapse to synapse and pooled between her legs as she climaxed for the umpteenth time.

—and another smack of an open palm spank firmly connected with Kali's ass-cheek. The raven-haired beauty below whimpered and moaned as Yang repeated the process, altering between cheeks. She could not get enough of this; Kali's rear was on full display for her hungry gaze, bouncing with each piston-like thrust. It was almost hypnotizing to watch. Yang's eyes eventually focused on the puckered star that was snugly hiding between firm globes, beckoning the ass-lover.

"Oh, fuck yeah." The blonde licked her lips. She pounded as hard as she could into tight, wet heat, slapping and grabbing the milfy Faunus' butt as she suckled on her thumb, coating it with saliva. With a chuckle she spread those precious cheeks and pressed her wet thumb against Kali's sphincter.

"Y-Yang, what are you—" Kali moaned out loud, wide-eyed and seeing stars. The small, but sudden insertion added unexpected stimuli to her already pleasure-wrecked receptors and she shot a hazy peek back at the blonde. The brawler smirked back at the older woman—

_"Yaaang!"_ A slap sharply connected Kali's backside and she let out a litany of praises and mewled like a cat in heat as she attempted to match Yang's movements.

—and thrusted harder, sinking herself into velvety depths at a rapid pace. Blood was pumped at an alarming speed and pounded loudly in their ears. Muscles tensed up to the point of soreness. Toes curled and knuckles turned white from the straining—

Kali's eyes rolled back into their sockets. Her tongue was lolling out and large ears twitched and flickered continuously. The brunette's pleasure-receptors were overloaded as a skilful thumb played with her asshole, teasing the small ring of muscle by dipping inside and wiggle – why had she not tried that orifice before?! – as the blonde continued to hump into her. Heavens above, she was so _full_ , her feminine channel convulsing and clamping down as hard as she could around Yang's girl-dick to milk out as much pleasure as she could.

—Yang slapped Kali's backside again before possessively palming a full cheek and plunge deep and quick into the dark-haired woman's cunt—

_"Pleease, moore!"_ Large testicles slapped against the older woman's clit, adding to both of their pleasure as each smack against her sensitive bundle of nerves overstimulated the pleasure-centre in Kali's brain. Sex with Blake's friend was wild and crazy compared to her husband and the feline woman begged for more. Pleasure licked at her bones, rendering them to hot, pliant goo as pressure settled between her legs, ready to burst as her pussy, her ass, and her clitoris was assaulted simultaneously.

—"I'm cumming," Yang uttered, throatily and needy. "I'm cumming, Kali!"

The Faunus mother growled, not bothering to form words. She slammed her hips back as Yang swiftly pounded into her and the pressure finally burst into explosion of colours that settled behind their eyes. Unfiltered pleasure zipped from neuron to neuron, their bodies aflame with blinding hot bliss as Kali orgasmed, wet excitement coating the now climaxing, throbbing cock. White-hot cum spewed forth in long ropes inside the older woman's feminine channel – inside her potentially-fertile womb – frothing at the prick as Yang strained herself inside of the pretty pink Faunus-cunt.

After what felt like a small eternity, the brawler finally pulled out and fell onto her butt with her cock still throbbing and leaking at the tip. Kali lay on her stomach with limbs akimbo, both of them breathing heavily and glistening with sweat.

"That..w-was..." Kali began. "I so needed this…" She breathed out slowly. "This reminds me of some old adult movies…The lady of the house sleeping with the pizza delivery boy and all." She softly laughed. "Kind of exciting, wouldn't you say?"

Yang managed a puny chuckle. She was nearly spent despite the blood pumping below. She wiped her brow and tried to get up as her gaze was immediately drawn to Kali's rear. The older woman spoke, but her words fell on deaf ears as Yang's length pulsated and her eyes flashed red…and remained that hot shade. Having silently appreciated Blake's ass for such a long time and having the reason she had such a fine backside right in front of her gave the brawler newfound strength reinvigoration to move—

Kali felt the sofa-bed cushion shift from Yang's movement and her hot breath tickling her upper back. "Dear?"

—and guided cock, still slick, and spat at the Faunus' revealed star as she pressed the mushroom head against it, gradually prying it open despite the startled mother's protests.

"Y-Yang, dear, that's not—!"

Painful pleasure rippled through the brunette in a hot flash; her puckered star pried open, the tight ring of muscle allowing access for the blonde's large manhood as the latter slowly sunk into it, hilting herself to the base. Her testicles rested against Kali's slick labia lips and tugged at them as Yang pulled away until the distance was too far. The sensation of feeling so full - in her ass no less – had the milfy woman scratch at the sofa with a hiss of pleasure-pain that was slowly rising in pitch as Yang began thrusting at a slow pace.

"Heavens above…" Kali moaned. "You're insatiable."

The blonde grunted in response, desperate to get off one more time and enjoy the Bellabooty for as long as her still-sensitive cock could. Once they both were acclimatized Yang quickened her pace, pounding into the tight orifice. Her thrusts were hard like an engine-piston, her balls slapping and tugging at Kali's labia lips and, after she raised her rear just enough, her engorged clit for her pleasure.

The noise of flesh slapping against flesh filled the air. They both grunted and moaned, slowly rising in pitch and pace as Yang rolled her hips and thrusted with ease, the lubrication from earlier working wonderfully. She rammed it all back in with strength from years of training and Kali darkly chuckled as she stifled a moan, body tensing from the assault on her backside. Perhaps she would try this with Ghira when he got back…

The knot of pressure settled between their legs again as Yang fucked Kali mercilessly. She reached deep inside and the weird new sensations drove the feline woman mad as she squirmed and bucked underneath the Huntress' warrior-body. Strong hands kept her pinned down as the brawler sheathed herself full with each thrust, balls slapping against her until said hands grabbed Kali by her hips and pulled her up enough for the blonde to adjust herself.

"Hey, Kali," Yang huskily whispered. "Did Blake ever tell you about my Semblance?"

Kali's cat-ears fluttered. A bolt of wet heat shot straight between the older woman's loins as she both broke out in sweat and ecstatically anticipated what was about to happen…and was she imagining the glow radiating from Yang's hair?

"I draw strength from hits I take..." She grunted. "And while weak, you've scratched and bitten me the whole evening…"

Realization struck Kali like a hammer and she could not possibly get any wetter than she already was.

"So," Yang continued, eyes as red as blood and hair practically a golden flame. She pulled out until just the head of her cock was inside. _"Time to finish this."_ She slammed it back inside.

Kali howled with pleasure-pain; the strength behind the impact had her whole body on the verge of breaking as her own Aura shimmered. She climaxed from each powerful thrust, gushing from her pretty pink sex over Yang's balls as they slapped against said feminine channel and clit. Pleasure-pain rippled over her like a tide. Her eyes rolled back as every muscle in her body tensed up to the point of straining, hot blinding whiteness rendering her mind a complete blank.

**"TAKE!"** Yang exclaimed as she pounded into her, the Faunus woman quivering from pleasure.

**"IT!"** Kali grabbed the nearest pillow and screamed into it.

**"ALL!"** Blinding hot pleasure singed pleasure-receptors to dust as Yang orgasmed, firing long streaks inside of Blake's mother. She milked herself inside for what felt like an eternity until her Semblance deactivated, dick throbbing and jerking, until it finally subsided and the blonde fell limply to the side.

Hot bliss suffused their bodies as fatigue finally caught up with them.

The afterglow was sheer ecstasy, manifested in sweat and heat radiating off their spent bodies. Muscles were sore and rendered to pliant goo while their heart rates finally settled down with each ragged breaths.

How much time had passed between then and now? Yang wasn't sure, but from the looks of it, the two of them had recovered enough to not look like wrecked…something. They didn't look wrecked. There.

The older opened her yellow eyes and stared into the blonde's lilac ones. She smiled and crawled over to nuzzle the brawler with a purr. "Hey there, stud."

"Hey…" Yang managed with a tired smile. Gods, she could barely move. What time was it? She peered up at the grandfather-clock and grimaced. Her boss had probably called her like ten times over by now.

"I need to go…" Yang said, but barely moved from the spot as she ran a hand across the small of Kali's back until she traced the curve of that perfect ass and cupped a full cheek. "I'd hate to leave this, though."

The brunette chuckled. "You cad. Neither Ghira nor Blake will return home for a while. We'll have more fun." She claimed the brawler's lips and purred into her hungrily. She reached over to trace her fingers across her marks on Yang's back that had been left post Aura-break. "I'm afraid I won't order too much pizza however, so you'll have to come around off-hours."

"Heh. Can do." She kissed the mother back and shuddered with delight when the black-haired cougar bit down on her lower lip. "Feisty, are we?"

Kali smiled coyly. "I haven't had this exciting sexual encounter since my honeymoon. You can't fault an old woman for taking a chance to live out her fantasies again, can you?"

The brawler scoffed. "'Old woman'? Lady, do you even own a mirror?"

"I inspect myself in it every day to make sure I look good." Kali winked at her. "Evidently, I haven't lost my touch."

The blonde grinned and sat up. "I can only imagine how you were like at my age."

"Why imagine?" Kali purred as she eyed Yang with bedroom eyes and stretched out like a cat in sunlight. "I'll show you a real jungle cat next time…"

"You're not exactly motivating me to head back to work, you know."

The mother laughed, airily and pure. She propped herself up with one arm and rested her head against her hand. "My apologies, Yang. We wouldn't want you to lose your job, now would we? Blake told me you're doing it to help pay for Combat School."

"Ah…Yeah." Yang nodded and rubbed her neck. "I am."

"As I said before, she speaks highly of you. She is quite fond of you, in fact." Kali's words trailed as she took a moment to ponder. "It would be a great shame if I hogged you all to myself."

"I…" Yang sighed. "We are just friends…"

"You like her, though. And she seems to like you well enough, don't you agree? Seeing how she frequently talks about you, I think we can arrange something so you can woo her," Kali replied with a sly smile.

"´Woo her´?" Yang stared at the older woman, puzzled. "You _want_ me to hook up with Blake?"

"You'd look adorable together. Of course, if **this** ," She gestured between the two of them. "Is going to be a regular occurrence then what better excuse to you being around than being my daughter's girlfriend? I don't mind sharing – it makes this all more exciting."

The brawler opened and closed her mouth like a fish at feeding time. "Whoa…Kali, I don't know whether to be impressed, turned on, or straight up afraid of the way your mind works."

The raven-haired beauty softly laughed. "Judging by the looks of it, you are certain not against the idea." She cast her gaze downwards for a second. "Now come here; I imagine you are already a bit late, so let's cuddle. Then maybe we can go for a quick round before we discuss how you'll woo my daughter when she gets back home. I'm thinking surprising her at the bus-station for starters."

Yang scoffed, but found herself in Kali's arms and basked in the afterglow. Things would get interesting from here on.


	2. Chapter 2

**Summary for the Chapter:**

> Months after Yang and Blake finally got together, the mother and daughter Belladonna confide in each other. When Yang is invited over for a new workout routine, she has no idea what's actually in store for her.

**

Cougar's Hunt

**

Yang hummed to herself as she mindlessly switched between channels on her TV and getting less and less interesting as she scrolled through. The weather outside was colder now, but at least she had a Winter break from Combat School and didn't have to work at the Pizzeria for a while.

Being inside and cuddled up with a cat-eared girl made it all that much sweeter. Said girl's cat ears perked up and she snuggled the blonde's arm with a content purr, draping her arm over Yang's abdomen. "So many channels yet there's nothing good on."

"We could just lie here and cuddle," Yang said and shut off the TV before tossing the remote aside, seemingly having already made the decision. "You know what? Let's do it."

"Sounds like a plan." Blake wrapped an arm around Yang's waist and practically spooned the brawler. She softly mewled as her girlfriend ruffled dark tresses and scratched the base of her furry ears. 

"Mm. This is nice, KitKat." Yang chuckled and embraced the girl as she closed her eyes. The best part of having neither school nor work was the amount of time she could spend with Blake Belladonna, her girlfriend since five and half months.

Five and a half month since her sexual escapades with said girlfriend's mom. Thanks to Kali's advice, Yang had finally `womaned up´ and confessed to Blake. The date that followed shortly after had been quite memorable and eventually they got officially together like the childhood sweethearts they were.

_/ "Would you go out with me, Blake?" Blunt, but simple; the Xiao-Long way. There was no need to make it complicated or convoluted. "I've loved you since…well, forever, really! I know this might jeopardize our friendship, but that's a risk I'm willing to take."_

_Yellow eyes had lit up and the normally quiet, emotionless Faunus had been reduced to a tiny ball of shyness and she shifted from one foot to another. "…Yang, I…I…"_

_I love you too._

_/_

Their relationship was not without its up and downs; it had been a rollercoaster of emotions and events as the couple worked through one day at a time. They had their arguments and clashes – no relationship is perfect and those who say otherwise are liars – but it was nothing the two could not handle as they talked it out and they remained happy together. If their opinions clashed they talked it out eventually.

That was all well and good, but there were two important factors to the relationship yet to consider; while their bond is strong – stronger than ever, really, if you asked them – Yang and Blake had yet to take their relationship to the next level: the bedroom.

It was not a matter of them not wanting to; they wanted their first time together to be special and when it felt right. They didn't want to jump straight to sex like a pair of horny teenagers, they were romantics at heart and there was no rush. As far as they were concerned they had all the time in the world.

But for Yang there was another important factor to consider: Kali. Since dating Blake, Yang had been invited over to her home a couple of times and the sexual tension between Kali and Yang when they met was…something else, and awkwardly so, despite their conversation last time about trysts possibly becoming a regular occurrence.

Instead they would exchange smouldering looks behind Blake's back. Whenever they were alone together it was mostly awkward silence as if something would happen if they as much as talked. There was something between them still even at this point, but neither made a move; _couldn't_ make a move. As hot and enrapturing Kali was Yang's heart belonged to Blake, but the memory of that night was seared into their brains, vivid and clear.

And oh were they vivid; the brawler had shamelessly thought back on it whenever she had some alone time.

"Say, Yang," Blake began. "Are you free the day after tomorrow?"

"Oh yeah," Yang replied with a lopsided grin. "No work for this lady! I can do whatever I want!"

"Good." Blake chuckled softly. "Would you like to come over?"

Yang beamed at her, lilac eyes practically shimmering. "I'd love to! What's the occasion?"

"Can't a girl just invite her girlfriend for the sake of hanging out?" The brunette replied with a playful jab. "Actually, mom and I have started out a new morning workout routine and I know how much you love training, so…"

"I'm game!" Yang immediately responded.

Blake smiled and rolled her eyes. "I figured you were."

"Besides, I need to get to know your family a bit better." _`Even though I already know your mom better than you think…´_

"Yeah, but dad will be gone on yet another of his business trips. I suppose we'll sort that out later."

Yang nearly bolted upright. Every muscle in her body went taut and one in particular throbbed against her clothes. "Oh! So it'll be j-just us ladies, huh?"

"Yeah. You don't mind, do you?"

"Of course not! Your mom seem cool from what little I've talked to her." _`Now that's an understatement.´_

Blake shrugged. "I guess."

Yang subtly fist-pumped the air. Kali or no, any chance to spend more time with Blake was a welcomed one. But before that…

"Sorry to abruptly cut this short kitty-cat, but all this excitement got my juices flowing," Yang said as she slid out of bed unceremoniously. "Gotta pee!"

"Just say you need to use the bathroom, Yang. I don't need to know if it's one or the other."

The brawler laughed and exclaimed as she headed down the hallway. "Sorry about that!"

Blake rolled her eyes again with a lopsided smile. "Idiot…" She waited a few seconds before picking up her Scroll and went through her contacts. After she picked one, she waited. Three signals. "Hi, mom. Yeah, she accepted. We'll see you the day after tomorrow. Yeah. Love you too. Yeah, bye."

As she put the Scroll away, the brunette stretched her limbs with a purr and closed her eyes. This was going to be interesting.

**OXOXOXO**

_/Blake hummed to herself, engrossed in a fascinating light novel as she listened to soothing music perfect for reading or studying. It had been approximately two months since Yang had asked her out and as far as Blake was concerned they were an official couple. They had another date coming up later this week – a promise of lunch, movie, and afternoon cuddles – that she was looking forward two. Neither of them had school that day and Yang had taken time off from her part time job to make it work._

_She smiled to herself, lost in thought and no longer paying attention to her book. The fact that Yang had had a crush on her warmed the brunette's heart given how she had thought nothing could happen between them. To confess to a stranger is one thing, but your best friend? That's near impossible._

_And yet Yang had approached her that time, simultaneously confessed and asked Blake out. She'd thought she would faint right then and there. Instead she had thrown herself into the blonde's arms._

_A gentle knock on her door had Blake's feline ears perk up as she pulls out an earphone. "Yes?"_

_"Blake, dear, can I come in?" her mother asked._

_"Of course." She shut off her Scroll and put it aside as Kali entered. The older woman closed the door, her gaze wandering across the room except on her daughter. Odd. "What did you want?"_

_"Oh, yes. Sorry, I spaced out a bit," Kali began. "We…We need to talk, dear."_

_Blake eyed her mother, curious. "About what, mom?"_

_"About Yang."_

_Blake glowered at the older woman. "You're not telling me you're against our relationship, are you?"_

_"No, good heavens no!" Kali held up her hands in a placating manner. "Quite the opposite! I'm so happy for you two and I know your father is not against it either."_

_"Then…what about her?"_

_Kali sighed. Seconds ticked away and Blake was getting impatient when her mother seemingly beat around the bush. "There's something you should know…"_

_Blake chuckled. "I know of her hermaphroditism, she told me."_

_"Yes, she does have male genitalia. It's quite big, isn't it? Gives your father a bit of run for his money that's for sure-"_

_"What was that you just said?"_

_Kali's eyes widened. "Oh dear. I accidentally skipped a step didn't I?"_

_"What do you mean that `it's quite big´? Mom, what the hell do you mean by that?"_

_"I suppose there's no point in telling you to not get mad now…" When her daughter rose to her feet, eyes trained on her, Kali relented. "Okay, here goes…Before you two got together, when Yang was working at her part time job…she happened to deliver food here. Your father was away on another business trip – when you were out of town with your friends – and I was rather lonely…"_

_Blake bristled. "Mom…?"_

_"She looked so dashing in her tracksuit and when I noticed what she was…well, packing, my loneliness got the best of me. I love your father, but he seldom fulfils my needs and one thing led to another quite quickly-"_

_"Mom you didn't-! I mean you wouldn't-!" Blake staggered back, at a loss for words. Her mind was racing. "You and Yang-?! She's my age! You slept with someone who could've been your daughter?! I mean…I mean…! And cheating on dad…!" She took a deep breath, but her vision still swam. "I…I can't believe you…I can't fucking believe you…"_

_"Scream as much as you want. I know I deserve it," Kali said. Her feline ears drooped and she hung her head in shame. "Just as you deserve to know what happened, but please…don't hold it against Yang. She thought about you, but I was the one who convinced her. I know I'm a terrible mother, but you must understand that I have been unfulfilled for a long time. Your father works hard for us and I could not be prouder of him for it, but his frequent trips are getting to me. And when someone like Yang came along and was utterly smitten by me, I…I felt young again. I was being wanted again; I haven't felt like this since I was about your age."_

_Blake didn't respond. Not immediately anyway. She cast her stare downwards and rubbed her wrists as she duelled with her racing mind._

_Finally she managed to meet her mother's eyes. She didn't look as angry or hurt, but her face was largely unreadable. "…Were you really that unhappy?"_

_"Honestly? Yes. I know your father loves us and wants to be around more, but his job has caused a rift between us that have left me physically needy, I'm afraid."_

_Blake averted her gaze again. "I know you're…kind of hypersexual. I still remember when I was younger and you gave me lien to watch a movie or something just so you two could have the house to yourselves. But still…you and **Yang?** Of all people… I mean…"_

_"…Do you need a minute, Blake?"_

_"…No. No I'm fine. Really. It was just a shock to the system is all."_

_And that was the weirdest part; she wasn't lying._

_"Are you sure?" Kali eyed her cautiously._

_"I am. I'm upset, but this was before we were together so…It's no different from if it had been someone else. I think. And I guess I can understand the need for relief… I'm not entirely okay that of all people it had to be you, but…at the same time, I guess I'm a little…glad? If that makes sense?"_

_Kali blinked, puzzled. "Blake…?"_

_"What I mean is that I'm glad it was someone I know and trust than a complete stranger, you know? I guess that's what I'm getting at. I had hoped we'd be alone for our first time together, but…" She was chewing on her bottom lip. "…Maybe having you there…wouldn't be so bad. To help, I mean. That's what I'm thinking. I'm not entirely sure myself. I should be furious – I mean I am, but..."_

_Her mother was speechless, but her lips curled into a smile as her expression softened and she giggled airily. "Like mother, like daughter. You have my sense of adventure when it comes to bedroom matters, honey."_

_"…Thanks?"_

_"You're so welcome!" Kali stepped forward and hugged her daughter whom, though awkwardly, returned the embrace. "Don't you worry; I'll be there to guide you along! Let's leave this where it is for now. I was thinking we could arrange something special for later…"/_

**OXOXOXO**

Yang wasn't too sure of what she had expected when arriving at the Belladonna household. Her girlfriend had spruced herself up a bit with her usual eyeshadow, some blush, and magenta lipstick, though it was understandingly faint. She didn't quite understand as to why the Faunus would do this before training and had voiced this.

"You can't blame me for wanting to look good in front of my girlfriend, can you?" the brunette had replied. Fair enough. She didn't need makeup to look good, but Yang wasn't about to stir things up.

Blake had picked her up (that little show-off had a new car) and upon arrival Yang had greeted Kali as she usually did nowadays: awkward and stiff (in both senses of the word).

"Welcome home, Blake. Oh, and hello Yang! It's great to see you again!" the older Belladonna greeted. "You look hot…Can I offer you anything? _Anything at all?"_

Except Kali seemed to be in rather high spirits as she ushered them both inside; she wasn't averting her gaze or kept the conversations short and to the point. Instead she was quite welcoming, reminiscent of how she had flirted with the brawler that evening. She, too, had applied a faint layer of lipstick – this one being red-violet – and had her usual cat's-eye eyeshadow like her daughter. She was dressed in a white summer dress that almost seemed transparent in the sunlight.

Yang's cock was already throbbing and straining against her clothes and she was barely a step inside the building.

Yang swallowed a lump she wasn't aware she'd been holding. "H-Hey, Ka- Mrs. Belladonna! N-No I'm f-fine!" Why was she stuttering?! "It's uhm…Good to see you too. You…uh…look great?"

"Why thank you, darling." Kali chuckled and batted her eyelashes at the younger girl. She perused Yang with a lopsided smirk with her heated gaze trailing downwards a number of times before she finally moved things along. "I've already prepared everything in the living room, so please go ahead my dears! I'll be down momentarily. Oh, and there are cold refreshments in the fridge if you need some so please help yourselves!"

Yang glanced over as the older Belladonna sauntered up the stairs, mesmerized. She remembered those hips all too well. It was difficult to forget such child-bearing hips and feminine curves when they were practically seared into your brain and eyelids.

"I've got my workout clothes in my room, I'll be down in a second." Blake followed up as she, too, headed upstairs. Yang peered at her girlfriend's backside as she headed up, appreciating how the apple had not fallen far from the tree. The way those pants hugged her rear ought to be illegal, but she certainly wasn't complaining. Instead Yang imagined mother and daughter Belladonna side-by-side, their perfect rears jiggling right before the blonde's eyes.

She quickly dismissed it before things got awkward down below. Now alone, the brawler inspected the room. She had fond memories from this room, though the furniture had been pushed to the walls for the sake of needed space. There were a few yoga mats by the sofa-bed and a few weights next to them. The workout routine looked to be fairly simple, but Yang appreciated anything that made you sweat.

Except the Vacuo desert. Fuck that noise.

She undressed herself whilst the Belladonna ladies were preoccupied. A pang of déjà vu flashed before her and she snickered to herself. Her cock throbbed ever so slightly from the memory as she adjusted it inside her boxers. Hopefully she could keep herself in check so it didn't pop out underneath.

For the workout Yang had brought a yellow top and a pair of black spats pants with a single yellow stripe down each side of the legs. She had also brought a towel for showering and a hand-towel for wiping up sweat.

Putting the items aside she walked over to the yoga mats and picked one. It was rubbery beneath her bare feet. Tying her hair into a ponytail, she started without the Belladonnas and stretched her limbs. Years of training showed as she tautened and bent her limbs beyond that most people could. Feeling more pliable and less stressed, Yang continued; she stretched her hamstrings, rolled her shoulders-

"Now this is quite a sight." Yang spun around with a startled, but stifled yelp and immediately froze up. Kali was leaning against the doorway, looking pretty satisfied with her reaction if her smirk was anything to go by. There was the question of how she had managed to sneak up on the brawler – soundless as a cat, really – but it was quickly ignored the more Yang looked at the woman.

The older Faunus was dressed in a white top that hugged her hefty breasts and drew attention to itself; a pair of black spats shorts with a purple line down the sides clung to her like a second skin and accentuated her curves that nearly drove the brawler mad with lust. Her body was otherwise exposed, displaying creamy pale thighs and legs, a lithe midriff and slender arms. And the way she passionately stared at the blonde was mouth-watering…

And _inviting_ ; if Yang didn't have the self-control that she had, she'd pounce the woman and take her right then and there against the wall.

Kali smirked. "And here I thought I wouldn't ever see that body of yours again."

"Right back at ya," Yang said out loud without thinking. She quickly caught herself, but the older woman was already chuckling.

"Good to know the feeling is mutual." The brunette sashayed over, her eyes never leaving the blonde even as she walked past over to the yoga mats. She knew Yang was watching – knew that the brawler was drawn to her supple rear.

It wasn't until she spun back around that Yang forced herself to look away with an awkward rush of blood pumping straight to between her loins. She resumed stretching and working out the kinks, but the images in her mind and the stiffness straining against her clothes was distracting.

_`Got to focus, got to focus, got to focus, got to-´_

"I had a feeling you'd be starting without us," Blake stated. Yang turned her head and her lilac eyes widened as her heart skipped several beats.

The younger Faunus was clad in similar attire like her mother, but her top was black and spats shorts was purple and had her own personal emblem on the sides of her legs. She was a lot lither and athletically built than Kali due to years of Huntress training, but the resemblance was alarmingly striking; the creamy pale skin, the pitch-black hair, amber eyes, and not least of all their breasts, hips, and butts were practically identical.

On closer inspection, Blake outdid her mother in bust size if only a by little while Kali owned the hips-area. Their asses on the other hand were barely any different.

"I…uhm…Yeah…"

"I told you she'd show off," Blake added with a good-natured eye roll at her chuckling mother. "Well, how about we get started too, then."

"By all means," Kali said. "Let's follow Yang's example with some stretching. We'll definitely need it given our new workout routine, lest we injure ourselves."

If only Yang knew what exactly the Faunus women did have in mind.

At first, they stretched. They all did their own thing and for a moment Yang was convinced nothing was going to happen to make the situation awkward.

Then Kali slid up next to her. She was way too close for the brawler's liking. "How are you holding up, Yang?"

"J-Just fine, Mrs. Belladonna!" Her heartrate spiked. Blake didn't seem to mind them at the moment, but Kali was gradually breaking down Yang's self-control by sheer proximity.

"That's good to hear. It's important to stretch before a workout after all, as I'm sure you know well." She stepped behind the blonde as to `help´ her stretch from side to side, touching Yang's hips and arm. "It improves your overall functional performance after all…Not that there's anything wrong with your performance."

Yang immediately tensed. Suddenly her pants felt uncomfortably smaller.

"It promotes circulation as well, though in your case it may be a little too well." Kali softly laughed into the blonde's ear as Yang straightened and whispered, "It's supposed to reduce muscular tension, but I think you're a little too tense down there."

Yang's nostrils flared. Her pulse quickened. She glanced over at Blake and the girl wasn't even looking over at them; she was touching her toes, completely bent forward and presented her full, spats-clad rear towards her girlfriend.

"And of course, stretching prepares your body for the _stress of exercise,_ " the older Faunus stated. Her hot breath caressed the brawler's ear as Yang silently swore. Kali merely snickered and stepped back as she stretched, pretending as if nothing had happened.

Yang turned to Blake who still did her own thing and back to Kali who was acting like Yang wasn't even there.

Between two smoking hot Faunus women and a semi-erect cock inside her pants, the blonde could not decide whether she was in Heaven or Hell.

**OXOXOXO**

Once the three of them felt they had spent enough time stretching, Yang immediately went for the dumbbells. The weight of them was enough and she went right ahead to focus on lifting them one arm at a time. It distracted her enough despite standing between two paragons of sexuality.

Meanwhile Blake was subtly checking her out. She eyed her girlfriend's strong arms and the way they coiled with strength underneath smooth skin. She imagined those arms hugging her close as they finally made love; it would be so different from when Yang usually embraced her and the anticipation was getting to her as it pooled between her legs.

Blake quickly preoccupied herself with her own smaller dumbbells. She had to focus for now. It wasn't the right time just yet. Still, she watched Yang's face, her body and the way it moved. And her mother…

Kali was barely even pretending to exercise as she too observed the blonde with a lopsided smirk. She caught her daughter's gaze and winked.

This was crazy. She couldn't believe she had agreed to do this, but it's just as she said; having her mother around for this could help…as odd as it was. What kind of family did this?

Still, Blake complied. She was as ready as she could be. All she had to do for now was waiting.

**OXOXOXO**

"Alright, time for our workout routine," Kali announced and put the dumbbells away.

"This wasn't part of it?" Yang asked and took a big gulp from her water-bottle. She sprayed some of it on her face. "It sure felt like it."

"We added that just for you. Blake told me how much you prefer weightlifting," the older Faunus replied. "Our usual workout regimen is purely yoga based."

Yang grinned. "Oh, neat! So what position will we be doing first?"

She quickly regretted her poorly chosen words, but Kali laughed it off despite the mischievous mirth in her eyes. "We'll start out simple. If you're ready then we'll begin by standing straight and face forward."

Blake and Yang did as told.

"Now extend your arms forward with your palms down. Bend your knees and lift your heels slowly."

 _`Simple enough,´_ Yang thought. It was all about balance and so far everything seemed well enough.

As Kali stepped back behind her, however, Yang immediately tensed. "That's good, Yang, but you need to bend your knees a little more. Here." She was kneeling down and before the brawler knew what was happening, a pair of hands palmed her pants-clad ass firmly.

"M-Mrs. Bellado-!"

"Trust me, my dear. Bend your knees a little bit more. I've got you."

She cleared her throat. "Y-Yeah, I can feel that…" With a lump in her throat, Yang peeked over at Blake who still didn't even look back over. Was the girl so spaced out that she wasn't aware that her own mother was making advances on the blonde?!

Kali chuckled. "There you go. Keep that pose." She got back up, but not before letting her hands run along the perfect curve of the blonde's bottom. The older Faunus moved her yoga mat to the front of the two and assumed the same position…thus giving Yang a perfect view of the hips and ass she knew too well. Especially from this position.

_`Shit, shit shit! Why did I agree to this?!´_

The minutes ticked away. The position was not too difficult, but Yang couldn't for the life of her keep her gaze forward; it trailed back down to Kali's rear, jutting out so temptingly. What made it even worse was the full-body mirror that was conveniently placed so the older Faunus could look back at the brawler and smirked knowingly.

Ever so slightly, Kali's buttocks jiggled and Yang nearly lost it. She threw her head up and stared right into the ceiling. Her cock throbbed and she had to bite the inside of her cheeks to distract herself.

_`This can't be happening! This fucking can't be happening!´_

She peered over at Blake and the girl had her eyes closed!

_`Are you kidding me?!´_

"Eyes forward, Yang," Kali stated. "Now, plant your heels down and slowly straighten your back. Let your arms relax and take a few deep breaths."

She did as told. She closed her eyes as tightly and focused entirely on her breathing. She could do this – she could make it out of here before things escalated.

"Now, get down on your knees," Yang flinched at the words. "And then down on your hands as well. Keep your neck and spine in a neutral position and your hips and shoulders as squared as possible. You'll want to distribute your weight equally to the heels of your hands and the top of your knees. Keep your gaze down and focus on your breathing."

Kali said that, but Yang knew she was teasing her. The older woman was firmly aware that Yang pretty much had her ass right in her face.

_`Focus…´_

She glanced up at Kali's butt. This position brought back so many memories.

_`Focus…´_

Now, if only Blake had been next to her-

_`Focus!´_

-and jiggling just like Kali's was currently doing- How much control over her buttocks did this woman have?!

Yang immediately looked down and chewed on her bottom lips. She had to inflict pain or else she would pop a full boner right then and there.

"How are you holding up, Yang?" Blake asked, taking the brawler by surprise. "You look a little flustered."

"I'm fine, really!" Yang shot back a toothy grin.

"You sure? Because that sounded like some heavy breathing to me, but if you say so. Just so you know, the next one can be a bit challenging."

She gulped. "The next one…?"

Kali chuckled. "The Chin Stand. Lift your left leg up into the air and curl your toes on your grounded leg. Bend your elbows into a strong, narrow push-up position like so."

Yang watched in awe as Kali and Blake moved so effortlessly. While she had no trouble following Kali's instructions, the position was definitely not for beginners. If this is what Blake did all the time, it would explain her litheness and agility.

"Now drop your chin, the front of your chest and shoulders to the ground. Remember to straighten your bottom leg to send your hips higher and take a slight hop with the leg to lift off. Now squeeze your thighs together as your leg meets the top and keep both of your legs together and straight. Make sure you have a small arch in your back."

"…Am I doing this right?" Yang asked. It felt right, but she didn't want to fall over.

Kali, with the nimbleness and grace like the cat she was, effortlessly resumed her previous position and got up. "Let me take a look."

Yang stiffened. She figured the older woman would use the mirror – she knew she could see the blonde with it, damn it! – and tell just by looking, but Kali sashayed over behind Yang where the brawler couldn't see her. "Hmm…It looks fine enough…Blake, a second opinion please?"

"Of course." And just like that, Blake was back on her feet as easy as breathing. She stepped over to her mother and Yang waited for the verdict helplessly.

Blake stifled a gasp. She eyed her girlfriend and took in the sight of the bulging outline in Yang's pants; the thick, long outline that clearly was bigger than she had thought it to be and she turned to her mother.

Kali nodded and winked as she wetted her lips.

Heat spread like wildfire over Blake's face and she immediately clenched her thighs in a vain attempt to subdue the gathering heat between her loins. Her pulse quickened and her mouth watered the more she stared at Yang's cock. How had she managed to hide it for so long? And to think her mother had already seen it and touched it and…and…

"Uhm, guys? The silence is getting pretty awkward."

"We're just inspecting your posture, dear," Kali replied without missing a beat. Her gaze was firmly trained on Yang's lengthy outline. "It looks rather fine to me. Don't you agree, Blake?"

"Mhm…"

"Okay…" Yang managed. This was getting rather taxing. To think that Blake did this so easily was staggering. That's a ninja for you.

Kali giggled. "We can take a break if you want. We've been at it for a little while after all."

"Yes please…"

With much needed assistance, Yang sat back down, her legs thanking her.

"Better than just lifting weights, right?" Blake teased and scooted up to the blonde. Yang scoffed.

"It's effective, I'll give you that. I could get used to this as long as we keep it simple."

"Yeah…" Blake inched closer. She placed a hand on her girlfriend's hips and another on her thigh, pressed herself up against the blonde and kissed her neck with a quiet purr. "We'll keep it simple…"

Yang sighed and shuddered. She was hot all over anew. "B-Blake…" Her voice was quiet. "Is this the right time…?"

"Hm?" The younger Faunus nuzzled her throat. "Why wouldn't it be?"

"Your _mom_ ," She gestured toward the other woman without looking. "Is right there!"

"She knows we're together," Blake replied nonchalantly. She kissed Yang's cheeks, on her lips, and down to her collarbones. "It's okay."

"Y-You sure? Because it feels weird…" God, those lips were something else. "Can't we at least seclude ourselves before-"

"And let me miss the main event?" A pair of womanly hands snaked around from behind the brawler, palming her busty breasts as the older woman kissed her ear. "Sounds a bit unfair to me."

Yang panicked with a startled cry. "Mrs. B-Belladonna?!"

"Call me Kali, like you used to do that night. It gives me goose-bumps when you say my name."

"H-Hey!" Yang froze up. Her heart threatened to burst. "Blake, don't listen to her—!"

Kali laughed, airily and heart-warming as always. "Oh Yang, dear…My daughter has known about our tryst for a while now."

She was dumbstruck. Yang turned to Blake blushing at her with a nod and back to Kali, her mind racing and heartbeat sporadic. This was unbelievable.

"You…Knew? I mean, you told her? Blake, I didn't mean-"

"Don't worry, Yang. I was upset at first, but…I don't mind. Really."

"You…don't?"

"No…In fact, the reason I invited you over was to take our relationship to the next level…and I thought mom could be there…"

Yang stared at her in disbelief. Her head went haywire. "You…and your mom…?"

"What my daughter is trying to tell you, darling, is that we don't mind sharing," Kali intervened. "She loves you, Yang, of that there's no doubt. Just think of this as an nice addition to your relationship~"

Her libido spiked; blood quickly rushed downwards to her throbbing length and strained against her clothes as much as it could.

"Oh my. Looks like that got you going," the older woman jested.

Yang grinned sheepishly and rubbed her neck. Her heart wouldn't settle down. She was overcome with lust, but as her gaze flickered back to Blake, she smiled a shy smile. "…You know I love you, right?"

"I know. I love you too," Blake replied and stole a fierce kiss. It completely stole the blonde's breath away. "Just focus on me, okay?"

Blake cupped her face and kissed her again. It was slow and passionate like they usually did it, but something was different. There was a hunger to it; a fire to the passion. Blake's tongue licked the seam of Yang's lips in silent askance and delved inside upon permission, coiling like a snake.

It was nothing like when they usually made out and soon their hands were all over, desperately shedding the tops and throwing them across the room. Her bosom pressed against Blake's, attentive, rosy buds poking into soft flesh, and Yang melted into the sensation. Yang hugged her closer, pulled her up against her and caressed her slim back. She felt up the younger Belladonna's infamous rear and elicited a moan from the brunette.

Kali chuckled. "Oh my, it's been a while since I last saw those sweater-puppies." She watched the girls mirthfully; fun as it was, she wasn't going to merely sit back and watch. She felt up the blonde with a possessive touch Yang recognized from their tryst. The older Faunus kissed the brawler's neck, her shoulders, and any expanse of flesh she could reach while playing with the blonde's tits. Kali palmed Yang's breasts near desperately and practically threw herself at the blonde in one sex-fuelled leap.

Finally, the older Belladonna decided to get more involved and injected herself into the mix.

Though awkward and slightly difficult, the three tongue-kissed each other; Blake reluctantly so, but she didn't shy away even when her own mother lapped at her tongue.

Yang was taken aback by the mother-daughter action that went on in front of her, but her erection didn't go away; on the contrary, the sight was kind of hot.

Blake was the first to eventually back off. "M-Mom…! That's…"

"Whatever happens in this house doesn't leave it, Blake," Kali said with a smile. "My, my, doing this really makes me feel young again. It's quite the rush, isn't it? Oh, and here, Yang." She straightened and locked eyes with the blonde. She smirked and pulled up her top as she freed her motherly breasts and chuckled when Yang's eyes widened. "Yeah, it's been a while since you last saw these as well, huh?"

Yang gawked and her mouth immediately watered. Her pupils dilated ever so slightly and her member was pulsating. "Oh fuck yes."

"Hey." Blake cupped her cheeks. The touch, warm and gentle, distracted the brawler enough. "I told you, focus on me tonight."

"Blake, dear," Kali interrupted. She stood up and completely discarded her top. "There is no need to rush. Let's give your girlfriend a show she'll never forget~"

"Right…" Blake joined her mother in front of Yang. They observed her equal parts amorously and lustfully, their amber eyes firmly focused.

Yang nearly choked. She exhaled impatiently as her whole body went taut. Kali – an older woman, a mother, sexual savant, and a real tomcat in the sack – and Blake – a sex-on-legs beauty, the daughter and the apple that didn't fall far from the tree – stood side by side, half-naked from the waist up.

And then they shifted: slow, and seductive. Their gazes still trained on her, the mother-daughter duo hooked their thumbs into the waistband of the spats-shorts and slowly peeled them off, revealing the apexes between their loins and the full curve of their rears. Blake wore simple lilac underwear on that really hugged her core, but the dark patch in front was hardly part of the design. She fidgeted slightly, but otherwise did not try to hide anything from her.

And Kali, the minx, wore something the blonde recognized; the lacy, black-and-white trimmed and _see-through_ G-string panties that snugly fit the older woman.

Her heartrate was sporadic. Her fingers itched and twitched as they gripped the yoga mat underneath.

Their creamy-white skin, their endowed bosoms and attentive pink nipples, and their supple bodies; their similarities really were striking and yet their differences were so well-defined. The more Yang looked at Blake, naked, for the first time, the more she saw Kali. And when she looked over at Kali, she could only see where Blake had gotten her looks from. They were mother and daughter after all – mother and daughter, naked, together, and for the brawler's eyes alone.

Was Emerald around? Because this was too good to be true!

Her gaze was drawn to Blake; while Kali was probably the best lay she had ever had, Blake was her sweetheart. Her love. Her world.

Her _everything._

She noticed her passionate look. "Yang…?"

"You're beautiful," Yang simply said. "God, you're so damn beautiful, Blake."

The younger Faunus' cheeks turned rosy-red and she shyly smiled. In this moment, lack of clothes aside, she truly looked the most beautiful. "Yang…"

"And to think it took you two this long to get together," Kali stated. She softly laughed and placed a hand on her daughter's shoulder. "Shall we begin, my dear?"

Blake looked at her mother. She nodded and the corners of her mouth curled upwards. "Yes," she said and tugged at the waistband of her panties. "Yes!"

And she pulled them down. Quick and easy, single motion, one leg at a time. Kali followed suite, flinging the underwear across the room.

All the blonde managed to catch was the landing strip of hair above her girlfriend's sex before the two Belladonna women sashayed over, hips swinging and bosoms jiggling. She hurriedly pulled off her pants and underwear enough to finally free her erect member-

"That's good enough, Yang," Kali said and crawled on all four with the gait of a jungle cat, her eyes burning with want as she leaned in close to the brawler's turgid length. "It's been a while…"

"It's…bigger than I thought it was…" Blake confessed as she mimicked her mother and crawled over opposite her. She stared at it up-close and in hungry awe. "It smells so strongly too…"

Yang nearly lost it. This was like a scenario from one of those porn videos, with the mother (always portrayed as the step-mother of course) and daughter sharing the same man. But this wasn't a porn video; it was really happening and Kali had definitely birthed Blake!

And then they moved; while Blake did it slightly reluctantly compared to Kali, the raven-haired beauties turned around and displayed their hindquarters. Full pale curves of perfect Bellabooty wiggled temptingly.

Yang thought for her heart would leap out of her ribcage. Her eyes widened to the size of saucers as she processed the view before her; having their asses side-by-side, jiggling slightly, was lust-inducing to the highest degree. The apple really hadn't fallen far from the tree, Yang repeatedly thought, when she glued her gaze towards Blake's quivering sex; like Kali's, Blake's had meaty and puffy labia lips and a large clit swollen with arousal. Where her mother's was mature and had given birth once in her life, the younger Faunus' was an even prettier pink and pristine, but the likeness was predominantly there.

And both of them, mature and young, were right in front of her. Beckoning. Tempting.

And just when she thought she was holding on to the edge of what remained of her sanity, the Belladonnas said something she didn't catch – too deeply locked with her thought-process – and a sensation unlike any other overwhelmed the brawler.

Yang was no stranger to blowjobs, it was practically what she loved the most, but _two_ pairs of lips at once servicing her was entirely different! There was Kali, experienced and sex-starved, and Blake, uncertain but eager, licking and kissing Yang's rigid dick and coating it with saliva.

"Holy—!" She bit down on her hand and clutched the yoga mat with her other. "Ohfuckfuckfuckfuckfuckfuckfuck-!"

"We'll get to that part soon enough, darling," the older feline teased. "Why not put those strong hands of yours to better use while you enjoy yourself?"

She didn't need to be told twice. Yang immediately palmed full globes of Belladonna butts and kneaded greedily. It was better than she had imagined; no amount of wild dreams and fantasies could ever do this sensation justice. She slapped their buttocks and the pair of cats mewled in unison. Music to her ears.

But copping a feel of their asses was not enough. She had their beautiful pink sexes right in front of her, quivering and wet. Witch her dick preoccupied, Yang did the only thing she could do.

Her fingers teased slick folds and the mother-daughter duo promptly reacted; Kali was pleased and chuckled whilst Blake was caught off-guard. Yang ran her fingers along their cunts in awe at how wet they were. She sheathed a finger each and rubbed inner walls as they clenched around the intruding digits. The wet heat that clamped down around her finger was something else. Blake's was definitely tighter than her mother's and the brawler immediately sheathed a second finger each, down to the second knuckle.

The two Faunus' women quietly moaned from the stimulation. Being oversexed and sensitive was hardly a good combination, but getting fingered scratched their mutual itch for the moment.

Kali took the initiative; she ran her tongue along Yang's turgid length and slathered it in her saliva.

Blake followed her example, albeit with some reluctance. She pursed her lips against her girlfriend's cock and its heavy scent and taste overwhelmed her senses. It was heady…and a bit erotic. She kissed it like she kissed Yang and preoccupied its tip while her mother worked its length, until Kali reached around for the back of her head and pulled her closer.

Over the mushroom tip, Kali kissed Blake who meekly reciprocated. They altered between making out and sucking on Yang's cock, trading spittle and pre for the blonde's amazement. The older Faunus suckled on the younger's bottom lip and trailed downwards, down on the brawler's cock and along its length until she was at even level with the avocado-shaped testicles.

Her tongue licked the swollen, churning family jewels and she took onto into her mouth, sucking it fondly whilst the younger Faunus focused on Yang's shaft.

She mimicked what her mother had done and ran her tongue along the underside of the blonde's cock. Getting to its tip, she wrapped her lips around it and added suction.

"Am I doing it right, mom…?" Blake asked, uncertain.

Kali softly laughed. "Why don't you ask your girlfriend?"

Yang moaned in response and jutted her hips a bit. She was in a paradise. Only in her wildest fantasies had she thought of having two women orally servicing her, but both Blake, the love of her life, and Kali the cougar? As the two women switched with Blake down below and Kali up top, Yang could only grin like a fool as she kept fingering their feminine channels.

"How about we take things up a notch?" said Kali and winks at Yang. "Don't think we didn't notice you staring at our rears, Yang."

"Well…they are quite easy on the eyes," Yang replied.

"Don't we know it." Kali looked over at Blake and nodded. They moved over with disapproving whimpers as the blonde's fingers slipped out and re-positioned themselves with their backs to each other.

The brawler's body went taut. Her eyes bugged out and she stared at the pair starry-eyed.

Blake, while reluctant, was enjoying herself as she pressed her back to Kali, and the older Faunus…

Well, being the instigator, she held no shame or hesitation. The women, back-to-back, linked arms and squatted with their heart-shaped, infamous backsides pressed together…all around Yang's throbbing cock, slow and steady.

Yang couldn't believe it! The sensation was otherworldly soft and the moment they began to move she nearly howled with pleasure! Up and down they bounced as their butts smothered over her length, creating sweet friction from the saliva. It was a soft, tight, and slippery between the two of them and they bounced quicker and quicker.

"Ohfuck ohfuck ohfuck ohfuck!" Yang thrusted a bit upward in desperation. "Ohholyfuckingshit!"

It was too much. The feeling, the image and idea of the Belladonna women pairing up like this; she couldn't take it.

With a string of litanies upon her lips, Yang plunged into bliss. It struck her like lightning and rippled throughout over her body in waves as she ejaculated between mother and daughter hindquarters with thick ropes.

Kali chuckled. "My, my…We just got started."

"Did it feel that good?" Blake asked. She looked back in wonder at the amount of semen that had been pumped out. It was a lot of it and it was so thick, too.

"I'd say it did," her mother replied with a playful grin. "Let's clean up a bit before we move things along, shall we?"

Her daughter shot her a look, mystified. "A-Already? We probably have to wait a little while-"

Kali laughed, loud and lightly. "Oh, Blake, dear. Your girlfriend rebounds quite quickly." As if on que, Yang's cock stood sweetly at attention and throbbed. "Case in point."

Blake couldn't believe it. Her girlfriend's member was already raring to go a second round. She looked over in shock at Yang who sheepishly smirked back at her.

"Now then," Kali stated. "Why don't you start, Blake? I think it's about time you two consummated your relationship, right?"

The two immediately perked up. Their expressions softened as they shyly crawled over to each other, with Yang fully discarding her pants. There was a patient eagerness to their movements as the brawler pulled the brunette into a kiss and gently pushed her down onto the yoga mat.

Tender and calm, they lay down as Blake spreads her legs with one hooking around Yang's back. Their hands meet and clasp together while their others caresses the small of a back and a warm cheek respectively as the two stare into each other's eyes. They forgot Kali is there – forgot about the absurd, promiscuous intentions for today, and fully embrace each other in a tangle of heat.

Their lips grazed in a slow, smouldering kiss and Yang pushed forward, pressed her body up against Blake's as her cock obscenely spread the brunette's flower petals—

_"Oh, gods, Yang! Fffuuuuck!"_

"Blake..Blake…!"

-and into her tight, wet core. And tight it was; tighter than Kali's – was Blake a virgin? Yang filed that question away for later – and boy was it noticeable.

They groaned into each other as Yang snugly sheathed herself into Blake. Their bodies went taut and Blake's free leg twitched from the strain. It was like putting on a glove that was barely bigger than your hand. The younger Faunus gripped and scratched the brawler's back when the latter finally got her cock all inside of her down to the base; for a moment they simply laid there, not moving and merely getting used to the feeling.

Finally, Yang began to move. She relinquished Blake's lips and buried her head between the Faunus' throat and shoulder as she slowly pulled out – a difficult task, they found out – before pushing it all back inside Blake's pussy.

Gods above, it felt so damn good inside of her. Yang jutted her hips and reached slightly deeper for added effect. She shuddered from the staggering euphoria and kept up the slow pace as much for Blake as it was for herself.

They fell deep into a trance as they made love; it wasn't a lust-induced rutting like it had been with Kali that time, it was two souls meeting and coming together like a pair of puzzle-pieces that fit perfectly. They tenderly uttered each other's names like a mantra, laced with affection. They could feel the frantic pounding of their heartbeats and the heat of their bodies rising.

Yang let go of Blake's hand and pushed herself up. Their eyes met and the two shared a smile. Looking at the brunette now, blushing and naked, she truly was breath-taking.

A hand gripped her shoulder and yanked the brawler back.

"I'm sorry sweetheart, but I can't contain myself any longer."

"Mom, what-? Wait-what are you- Mom, no!" Blake's protests were quickly muffled as her mother straddled her face; she squeezed her thighs and sighed contently, hips rocking slightly back and forth.

"Th-there we go- _ooh!_ Oh my…That's better…Blake always was a quick learner."

Flabbergasted, Yang gawked at them. Blake was actually doing it. They were both actually-

"Don't ignore my daughter, Yang," Kali purred disarmingly. "And come here…"

She completely switched. Picking up her pace, Yang thrusted with plenty of force behind her as she lunged forward to claim the older woman's lips and palm her full breasts. With Blake simultaneously giving and receiving below, her girlfriend and mother was making out like possessed.

Blake couldn't believe it. She was performing cunnilingus her mother – the woman who had birthed her! And yet as she ate her out and the blonde took her so roughly…reaching so deep…

Blake deeply inhaled the musky scent and savoured the forbidden taste of the older woman. She quivered when the pressure of pleasure finally snapped and squeezed down harder on Yang's cock for the umpteenth time.

Gods above, she was turning into a hot wreck!

Kali moaned into Yang from the surprisingly skilled stimulation down below. Perhaps it was her being oversexed or sensitive from having watched the younger women go at it, but this taboo and wild sexual escapade that was taking place lit a fire in her that she hadn't felt in years!

She gyrated her hips. Her daughter' tongue lapped a hot path along her cunt and it felt too good – likely because of how taboo it was – but Kali couldn't stop and neither could Blake it seemed. And with Yang, a young stud, finding her attractive and kissing her this passionately and hungrily, she felt like a high-school girl all over.

Yang grunted as she pounded into Blake's tight orifice and delved deep into slick, velvety heat. Words couldn't describe how amazing it felt…so Yang showed her; with every thrust, every pant, moan, and uttered profanity. Pleasure built up alarmingly quickly and her whole body want taut, hair flickering like fire-

Kali stopped her. Abruptly she pushed Yang back until the brawler pulled out-

"H-Hey!"

"Looks like I can't wait any longer," said Kali and forced Yang down onto the floor. "My turn~"

"Geez, mom!"

The older Faunus smiled apologetically. "I'm sorry, sweetheart. Indulge your selfish mother for tonight."

Yang didn't resist – didn't intervene what was happening between the two brunettes. As she lied there with Kali assuming the Reverse Cowgirl position she just laid back with her mouth watering. Flashbacks to _that_ night flooded her mind; the heat and the sweat, the mingled scents and the sounds of flesh against flesh and their combined litanies, and the pleasure…

Yang gripped Kali's hips and pulled her down as she speared her turgid length into the older woman's amazing, slick, tight channel.

"Oh Yang, darling," the older woman moaned. "It's been too long! Finally!"

"Finally…!" Yang uttered back, raspy and grunting. "Fuck yes!"

They threw their heads back and moaned like whores, unashamed and horny. Having avoided each other for so long had taken a toll on them it seemed as they went at it with reckless abandon; Kali rode Yang like a bucking bronco, her Bellabooty clapping over the brawler's base.

Blake was mesmerized. Until just a second ago she and her girlfriend had just made love; now said girlfriend and her own mother was fucking – not making love, _fucking_ – right in front of her without a care in the world.

And it was _arousing_. Her mom took every inch of Yang's member, down to the base, like it was nothing, while Blake still felt strained inside from the pummelling she took earlier. This was like a scene from a cheap porno: ridiculous and nonsensical. Yet there she sat and watched with heat suffusing her sex.

Blake kept watching them; Kali stopped to roll her hips every once in a while before she began riding Yang again, her motherly, voluptuous physique jiggling as she did. The brawler was feeling her up as she held onto the older Faunus and banged her – there was no other way to describe it – fervidly as if to make up for the months of absence…to make up for lost time and copulate like lovers despite the age-difference.

Blake couldn't take it. The sickening lust that knotted in the pit of her stomach and addled her mind was too overwhelming. She crawled over, fingers between her thighs working desperately, and pressed her face against the point of connection for her mother and Yang.

"Blake…! Mmh!" Kali bit down on her lower lip.

"OhfuckBlake!" Yang moaned.

The younger Faunus licked the connection; she lapped the underside of the brawler's cock and her mother's swollen clit whilst she masturbated, intoxicated with the heady scent. Yang seemed to really enjoy it, if her quickened pace was of any indication.

In fact, Yang was grunting and moaning a lot more, too; she thrusted with the strength and movement of a well-oiled machine, and hammered into Kali's pussy, all while Blake was licking them both.

Pleasure rippled through her body and along her manhood as Yang pulled the older brunette down and buried herself fully inside slick depths; she came with a bliss that she hadn't felt since that night and left her creamy discharge inside her girlfriend's mother, her first proper orgasm since she got together with Blake and had to resort to her hands.

And what a feeling it was to once again bury her dick deep into velvety heat and pump out rope after rope of cum. The smooth, tight grip that clamped down on her length and practically massaged it was getting her hard even as she was ejaculating.

And Blake was still licking.

Kali shuddered and squirmed as pleasure overrode her senses and heat pooled inside. "This takes me back…Oh god…"

Blake kept lapping and quivered as she pushed her fingers in deeper. The taste was tangy and sweet, a flavour-gasm upon her tongue. The taste was similar to that of her own and the saltiness was definitely Yang's.

"Just as good as I remembered it…" Kali stated and wiped her brow. "If not better."

Yang sat back up and hugged the older woman from behind as she jutted her hips. "It felt amazing…"

Blake snapped her fingers. "Hey…Did you forget about me?"

The brawler immediately straightened and swallowed a nervous lump. "Shit! I, uhm…"

"Relax, Yang." Blake crawled over to her. "If you're still up to the task…then you can make it up to me." She then gave her mother a look. "And this time you _don't_ interrupt us."

Kali chuckled. "Of course, sweetheart."

Yang didn't waste any time sliding out of Kali, her erection still standing attentively. Her girlfriend flashed a smile and stood on her hands on knees and wiggled her ass invitingly.

"Well? Come and get it then. Don't hold back on me; I can take whatever my mom can."

"You heard her, Yang," said Kali. The woman gestured towards her daughter's rear and patted it. "Enjoy."

Yang sharply exhaled. She loved it when Blake was feisty, but-

"Blake…I'm sorry."

"Huh? What for?"

"For paying too much attention to your mother and leaving you out-"

"Don't worry about it," the younger Faunus replied. She peeked over her shoulder and smiled sincerely back at the blonde. "We talked about this and came to an agreeance. I asked her to join us. I don't mind. And besides, you're about to make it up to me anyway."

"Yeah…" Yang dropped to her knees and positioned herself behind Blake with a grin. "Yeah, absolutely."

Yang slid her cock back inside Blake with a groan in unison. "Oh, fuck…!"

"God you feel so good inside me," Blake moaned. "Mmmh!"

"So tight…" The brawler slapped her girlfriend's hips and began to move. "Shit that feels nice!"

It wasn't as easy as with Kali to pound away, it required a few agonizingly slow – but marvellously pleasurable –thrusts before Yang picked up a decent pace and humped into Blake's tight orifice.

A hand firmly cupped her ass as Kali sidled up to her from behind. She smiled sweetly at her and palmed her daughter's left buttock whilst the brawler fondled the other, watching it bounce. "My baby-girl."

The blonde smugly smiled and used her free hand to tease the older woman: fingering, clit-playing, gentle rubs. The brunette shot her a playful glare and Yang snickered. "Since you insist on being involved, I figured I'd give you a hand. Literally."

"Mm, my, that's kind of you." She squirmed and clenched her thighs. "Very kind indeed."

Yang thrusted faster now. Blake's feminine channel really was like her mother's, inside and out, and dear god it felt heavenly, she couldn't stress that enough with her husky grunts or moans. She slapped Blake's butt got rougher, burying herself as far inside she could. Her balls slapped against the younger Faunus' engorged clit and the latter nearly howled in appreciation.

Of course, Kali, hot-to-trot that she was, couldn't keep to herself; if she wasn't playing with and licking the blonde's perky nipples, she slid over to Blake and kissed her just like that. Yang wasn't even surprised anymore when Blake reciprocated. If anything it made her want to fuck Blake even harder.

The room was filled with the sounds of flesh slapping against flesh and voices laced with ecstasy. Yang took Blake from behind like a dog (there was a joke about that in there somewhere) and frantically hammered into her snug pussy with a string of moans escaping her mouth.

"How's it feel, KitKat?" the blonde asked with a raspy chuckle. "Feel good?"

"Yang…Mmh!" Blake glanced back and smirked. "I _love_ it!"

Yang grinned back and slapped her butt. She could stay like this all day.

And as if having read her mind and disagreed, Kali sidled up behind the brawler. Pressing her curvy body up against Yang's back and toying with her tits, she softly laughed into her ear and whispered, "And how about you, Yang? Does it feel good?"

"Yeah…" she panted.

"I bet it does. Not just the feeling down there, but the knowledge of bedding mother and daughter Belladonna while the husband is away must be such a thrill."

She instinctively thrusted faster.

"First the needy mother…and then the daughter, your girlfriend. One by one you take us…again and again…breeding us…"

Yang sharply exhaled and got rougher in her thrusts.

"And we want you to. I couldn't be happier that my daughter met you, Yang."

She gripped Blake's buttock tighter and rolled her hips. The younger Faunus trembled yet again as smaller orgasms rippled through her.

"Because now she and I both have a stud to warm our beds…to fuck us silly and help us live out any fantasies we may have…and of course the same goes for you. I bet you want to dominate us like the human you are."

Yang flared up as every muscle in her body tensed up, the images in her mind dancing vividly before her.

"Or do you want us Faunus to dominate _you_ and keep you around for petty mating?" she whispered and ran her tongue along the brawler's ear.

Yang couldn't control herself anymore. Crazy with lust, her tempo accelerated and she pounded feverously into Blake who mewled and howled in response. She pummelled deeper and rougher inside silken depths which clamped down along her length with smooth tightness. Wet heat kept spilling out and stained the yoga mat underneath them as Blake rocked her hips to match Yang's.

She was close…closer…the pressure built up, threatened to burst. Each thrust wrecked at her pleasure-receptors as already taut muscles went rigid.

"Do it, Yang," Kali loudly exclaimed. "Make my daughter into a woman! Give me a grandchild!" She hugged the brawler closer and kissed her earlobe as her hand trailed down to the base of Yang's girth. "I'm giving you my blessing; as a couple and for this copulation. Oh, and welcome to the family, Yang~"

That did it. Yang's eyes flashed red and her hair flared like fire as she drove her long, thick cock all the way in in rapid, powerful thrusts. Blake screamed out in ecstasy and gripped the mat to ground herself from the fucking her girlfriend was giving her.

Pleasure tore through her and pooled between her loins; her sweet clit was repeatedly slapped by yang's family jewels, stimulating her already over-sensitive nerves until she orgasmed with reckless abandon, and Yang wasn't far behind.

She hammered like an engine piston as the pressure finally snapped; it unravelled and rolled through her body, wiped her mind clean and had her eyes roll back into their sockets, and surged down to her pelvis, her penis twitching and jerking fervidly inside tight, wet heat. With each thrust she erupted into long, thick ropes of frothy milk inside Blake's fertile, quivering depths with a spike in pleasure and the brawler kept pounding – kept pumping – and milked herself inside of Blake for a prolonged length of time until she couldn't possible give any more creamy discharge.

She was spent and her muscles slackened.

Yang collapsed onto her back, satisfied, with dishevelled hair and laboured breathing. Her body was hot like a furnace and branded with magenta and red-violet; full lipstick marks were scattered over her body, including Yang's bosom, her face – particularly around her mouth – her abs(when had either of them kissed her there?), and her neck. Lipstick smears covered a lot more, the colours nearly blending around her crotch and over her lengthy cock, her nipples and areolas, and her lips. She was like a thoroughly painted and sexually spent canvas. There was a joke in there somewhere about how she in turn had painted the Belladonnas, but it was best left ignored.

The Belladonna women slumped down either side of her, utterly exhausted as they cuddled up against the blonde. For the longest time they laid there and basked in the afterglow as their bodies cooled down.

A hand cupped Yang's cheek and she weekly turned her head. Amber eyes looked into her lilac ones, lovingly and sincere and she smiled at Blake. At the end of the day, their hearts belonged to each other, sexual adventures aside.

"I love you." Simple, to the point; the Xiao-Long way.

"I love you too," Blake replied in almost a whisper.

Time seemed to cease in that moment. They regarded each other, wordlessly declared their love anew through touch. It would be a strange relationship, of this they knew, but what was a relationship without a certain quirk to it?

"So," Kali began and ended the silence. "Are you thinking about baby-names yet? I'm thinking naming Blake's sibling `Blair´…"

The younger girl immediately whipped their heads around. "WHAT?!"

"I'm kidding, dears," Kali said and laughed. "Please relax. Now, how about we get up and have a nice hot shower? This workout session really took its toll on us."

"Right. I guess we should get up," Blake replied and got up to offer Yang a hand.

The three of them headed to the bathroom, Yang couldn't help but notice how they kept positioning themselves to be on either side of her…brushing their arms against hers…

When a hand suddenly slapped against and cupped her ass, the blonde snorted. "Damn, Kali. You really can't get enough huh?"

The older brunette turned towards her, puzzled. "Yang, dear, I wasn't going to do anything until we got into the shower…"

"Huh?" Yang glanced back to see it was Blake who was grabbing her butt – squeezing it a bit extra upon being noticed – and the blonde looked at her.

The younger Faunus flashed a smug smile, her cat ears wiggling. Her expression sent a shiver down Yang's spine; it was the exact same expression Kali had had that evening when Yang had delivered the pizza, right before they had thrown themselves into each-other's arms. The predatory hunger in amber eyes, the sultry, lascivious smile on her face…it was a complete dead ringer.

Blake chuckled, the sound just as vixenish as her smile. "I guess high sexual urges runs in the family, waiting to be awakened. You're in for a wild ride, Firecracker."

**OXOXOXO**

It was well into the night. Yang could barely see beyond arm's reach save for the pair of amber eyes staring up at her from below. The brawler had gone downstairs to the kitchen for a glass of water when the younger Faunus had trapped her between herself the kitchen counter and whipped out the blonde's cock.

Yang could barely make out Blake's features in the dark even with the adjustment. Blake was sucking her off – had been for a few minutes – and she wouldn't last long at this rate.

"Oh fuck, Blake…" she whispered.

Her girlfriend hummed in response before she pulled her head back and swiftly began jerking Yang's dick. In the dark, the blonde could feel her tip slap against the brunette's tongue.

"Cum for me…You're close, right? Let it all out. I want you to – I want you all over my face."

"Shit…" Yang smirked at her. She knew Faunus could see with their night-vision. "That's it, Blake…Oh fuck, faster, I'm so close…!"

Her cock throbbed and tingled with pleasure; it churned from her family jewels and every stroke pushed her closer to the edge until Yang couldn't take it anymore. Pleasure spiked and she erupted-

Soundless like a cat, Kali appeared out of the darkness and pushed her daughter aside. She immediately took over jerking the brawler's cock as the latter ejaculated in thick, long ropes over the older brunette's face and bra-clad cleavage.

Blake hissed. "Mom?!"

"K-Kali?!"

The older Faunus chuckled. "Oh dear, would you look at that. I was…sleep-walking. Yes. Whoops~"


	3. Chapter 3

**Summary for the Chapter:**

> After their relationship took it to a whole new level, Blake has a favour to beg of Yang that will likely take it one step further. And this time it involves her friend…

**Notes for the Chapter:**

> (1)A/N: It's meant to be mariachi-style tuxedo, for visual reference.

**

A Feline's Favour

**

Yang absentmindedly flipped through a motorcycle magazine on her side of the bed – hers and Blake's now pushed together instead of being a makeshift bunk-bed – as she lazily passed the time. Her girlfriend was out looking for new books at the moment, but the moment she got back Yang knew what to do to pass the time given the fantasies brewing inside her head. Having a day off from school as well as Golden Week just around the corner, the brawler could only hope that her sister and her girlfriend/fellow teammate would be gone for a while longer. The idea of the four of them getting it on in their respective paired-up beds had crossed her mind, but Hell would be frozen over before that happened.

It had been a while now since the (first) escapade with Kali getting involved with the pair and from that moment on it was a…fairly regular occurrence whenever Blake and Yang weren't stuck in Beacon. It was a strange feeling of liberation knowing they not only had Kali's support, but her…well, it certainly was support in the broad sense.

Heh. Good times.

The moment the door clicked open Yang threw the magazine away and struck an inviting pose with a smirk on her lips and an alluring glint in her eyes. "Hey there, Kit-Kat."

Blake eyed her as expressionless as usual. "I didn't realize you were in the mood."

"I'm always in the mood," Yang coolly replied. "And you have been extremely frisky since I joined your mom's mourning routine the first time."

The brunette shrugged. "Fair enough; can't say I'm in the mood right now, though."

"Oh? Is, uh…is something wrong? Are you feeling okay?"

She shook her head. "There was actually something I wanted to talk to you about," Blake admitted and the corners of her lips curled. "Well, it's more of a favour to be honest."

Yang smiled back at her. "Well, what is it then?"

"I'll cut to the chase; my best friend from Menagerie, who is currently attending White Fang Academy, is…" Blake paused for a moment and sighed. "She's gone through a bad breakup with her girlfriend. She called me while I was out."

"…How bad?"

"Really bad; her girlfriend just dumped her out of nowhere and wouldn't explain why, so my friend, Ilia, is understandingly not doing okay at the moment."

Yang nodded, agreeing. "Let me guess, she needs some muscle to teach that bitch a lesson?"

"Oh, she'll need something alright." The feline's eyes glinted playfully. "I want to invite her over during Golden Week to cheer her up."

"Oh! So, should I get out of your hair then? I'm not sure about Weiss, but I can take Ruby with me back to Patch and visit dad."

Blake shook her head. "No, no, that's not the favour. You definitely have to stay; the favour I'm asking for is for you to treat her to a night on the town."

Yang eyed her girlfriend curiously. "…You want me to take her out on a date?"

"Yes; a date with dinner and maybe some dancing afterwards and stargazing to end it with just to make her feel better and give her some self-esteem back."

"…You want me to take your best friend out on a _date?_ Like, the whole package-deal kind of date?"

Blake crossed her arms and smirked. "Yes. We're already in an open relationship with my mom; a date with my best friend shouldn't be a problem."

"Huh…When you put it that way... Okay!" Yang grinned and flexed an arm. "I'll be the best gentlewoman this side of Remnant!"

Furry cat-ears wiggled. "Is that a promise?"

"You bet! I already have a place in mind for both dinner and dancing, and I know a good spot for stargazing if she's into that. I'll take her out, pay for everything, treat her like a queen—"

"And fuck her at the end of the night."

"And fu-" The brawler's jaw dropped. "Eh?"

"If she's willing, that is," Blake continued with a sultry smile. "If so, then do whatever she wants you to. Of course there's a catch to this, but I'll tell you if it comes to that. Still willing to do this favour for me?"

Yang stared at her dumbfounded, but a smile curved her lips soon enough. "It's like you said, we're already in an open relationship."

Blake smiled warmly at her. "Thanks, Yang. I'll call her as soon as we're done."

"Huh? Done with what-" The Faunus's lightning-speed movements was a blur to her eyes as Blake was kneeling down in front of her, nimble fingers working on the zipper. "H-Hey, Blake! Ruby and Weiss might-"

"Knowing Weiss, she's likely taken Ruby to a Love Hotel unless they're doing it in a public restroom stall," Blake interrupted. "I have plenty of time to thank you properly."

The brawler closed her eyes, a heavy exhale through her nostrils as she grabbed her girlfriend's bobbing head. "Oooh…It's my pleasure, Kit-Kat…Ahh…My pleasure indeed."

**OXOXOXO**

A couple of days later, Blake waited at the landing platform of Beacon. The airship was fast approaching and on time as she watched it eventually land not far from where she stood. Students and guests alike disembarked, but the cute chameleon stood out right away and immediately spotted Blake.

"Blake!" The girl was running up to her as fast as she could with what little luggage she had dragging after her, eventually hugging the other Faunus. "You have no idea how good it is to see you right now."

Blake hugged her friend as tightly as she could. "That bad, huh?"

"It's been…Hell, really," Ilia replied bitingly. "She just dumped me like that without batting an eye. I bet she was seeing someone on the side and got bored of me."

"You're better off without her in that case," Blake replied. "Let's get you back to our dorm. I have someone to introduce you to."

"So you've told me. Don't get me wrong; I'm really happy that you're going out of your way to cheer me up, but I'm still surprised how quick you called and told me you had found someone that would take me out for a date. Is it one of your friends?"

"You could say that."

"Is it the cute little redhead I met in passing that time?"

Blake chuckled. "No. She is already taken."

"Then…who? It just now occurs to me that I haven't really met your friends over here."

"Don't worry about it. You'll like her. And I definitely know she will like you," Blake replied with a knowing smirk.

This was going to be great.

**OXOXOXO**

She opened the door to their dorm and held it open for Ilia. Yang was sitting by the edge of the bed when they arrived and as the brawler got up Blake immediately noticed the looks the two exchanged; Ilia's curious yet magnetic gaze and the fire in the brawler's eyes.

"So," Blake began and clapped her hands together. "Yang, this is Ilia. Ilia, this is my girlfriend, Yang."

"Y-Your _g-girlfriend?_ " The brunette glanced back over at Blake with a puzzled stare before directing her attention back to the blonde. She was scrutinizing her intensively with what could only be described as awe, caution, and something Yang couldn't quite put her finger on. "Uhm…Blake, I thought you said you had found me a date who could help me take my mind off my ex—"

"And that person is Yang," Blake languidly stated with a smirk. "You could say our relationship is fairly open and Yang is a safe card. I'm sure you'll have a wonderful time together."

"Wha— O-Open?" Ilia shook her head and turned to the brawler. "I'm sorry. I don't mean to be rude, but this is a bit strange, for me at least…"She fidgeted with her legs. "I wasn't expecting my date to be my best friend's girlfriend."

"Hey, no worries! Imagine your girlfriend asking you to date her best friend," Yang replied and chuckled. Her lips curled as she smirked at the girl as she eyed her up and down. "Though Kit-Kat here definitely forgot to mention that you are a total hottie. Mhm, I definitely like what I'm seeing… Why were you dumped again? Oh well, it's her loss."

"I…Uhm…" The darker spots across her face and arms immediately shifted to a soft pink hue that contrasted against her skin as the girl twiddled with her fingers. "I…"

Blake sidled up behind her, hand on her shoulder, and whispered, "Told you she'd like you."

Ilia's heart skipped a beat. She eyed the tall blonde and her throat dried up. This Yang-person was a downright bombshell of a woman; long golden hair, warrior-built body, and a bust that put Blake's to shame. She would be lying if she claimed that Yang did not make her feminine sex squeeze a bit.

The brawler scrutinized Blake's friend with a smirk. Ilia was a real cutie from the bottom of her feet to the tip of her auburn hair. The chameleon-tail hairstyle was definitely cute and while she did not have much going on in the bust department, she was certainly good-looking; the kind you wanted to hug and squeeze and eventually fuck up against a wall.

_Unf._

Yang smirked and held out her hand. "It's a pleasure to meet you, Ilia."

"L-Likewise!" Ilia shook her hand, her colour-shaded blush still bright. "Oh, wow…That's a firm grip…"

Yang arced s single brow and slyly smiled. "Why thank you!"

"Alright," Blake interrupted. "Yang, I'm going to take Ilia with me to see Coco. Do you think you can manage to find something on your own?"

"I had Coco help me find something yesterday, so I'm set. I've booked a table for us and got everything planned out for tonight. I'm good."

Blake turned to the blushing Ilia. "Isn't she the best?"

**OXOXOXO**

A few hours passed. Yang had been relocated to team JNPR's room (no boys allowed!) for getting herself ready whilst Ilia, Blake, and Coco occupied RWBY's. Ruby and Weiss had mentioned something about visiting Winter during Golden Week - and the shifty looks they exchanged certainly looked suspicious, but Yang ignored it for the time being – so there would be no need to check in on a hotel for later.

Dressed in a bumblebee-yellow (heh) jacket and pants in tuxedo-style fashion which were trimmed in black, with a black shirt, black dress shoes, and a lilac sash tied around her waist that matched her eyes to top it all off, Yang was ready to hit the town. Coco had picked it for her and according to her the style was Vacuo-origin.(1)

As a finishing touch, Yang had agreed to follow Pyrrha's advice for an alternate hairstyle ( _no-one_ with the exception of Blake was allowed to touch her hair) and had been done up in a high ponytail with a braid with purple flower ornaments tying it together, and smaller braided locks hanging by her temples.

She was ready. Checking one last time for her wallet and Scroll, Yang nodded to herself contently and headed back to her dorm room.

The sun was just kissing the horizon when she arrived. Ever the gentlewoman, Yang knocked on the door as soon as the clock struck 18:40. She could open up herself, but that did not feel right.

There was some shuffling sounds coming from inside. Yang could hear them talking inside and footsteps approaching the door that clicked open.

The three seconds it took to fully open the door were agonizingly slow, but what Yang saw next had her heart skip beats sporadically; Ilia had only applied a faint layer of ruby lipstick, but her dress – a halter open mini dress with the same brown colour as her hair – amped up her beauty tenfold. In addition she wore a simple, but elegant armband adorned her right arm and black caged strappy heels. She had a small, simple handbag over her shoulder and the shyest and cutest look in her eyes.

"Oh wow…" Honestly, what else could Yang say? "…Hi. You look beautiful."

"Th-Thank you…" the Faunus replied back, her darker spots turning bright pink. "You look rather handsome yourself."

Her face felt warmer. "Heh, thanks…"

"She's right," Blake stated. "That look suits you, Firecracker. You should have a ponytail more often."

"With the looks you two are giving me, I just might," Yang replied with a grin and held out her arm. "Shall we?"

Ilia hugged the brawler's arm. "Gladly."

"Have fun you two," Blake cheered as she waved them off. She could not wait for tonight if all went well.

**OXOXOXO**

A quick ride upon Bumblebee had the pair in the middle of the city's busy night-life. The restaurant, the "House of Red Leaves," was one of Vale's most famous and had a section that functioned much like a nightclub; the front and middle was practically a dancefloor with a small stage for bands who wished to perform live, while people who were eating sat in fairly closed off sections so that the music would not be as loud. Yang had booked a table in a cozy little corner on the second floor by the large windows overlooking the city, and it had been worth every lien. Scratch that; the look on Ilia's face when they arrived had made it all worth it.

Between the window, the music, and candlelight, the setting was perfect.

"So, what made you want to be a Huntress?" Ilia asked, likely doing her best to keep the conversation alive.

"Honestly? It was my love for adventure," Yang replied, having finished chewing. Gods, the food was incredible! "Once I get my license I'll be able to travel freely and take on whatever jobs I happen upon. I'm a thrill-seeker at heart after all."

"That's interesting. I only joined so that I could help my family; they sacrificed much just to help me get in to combat school. As soon as I've graduated from the academy I will be able to give back to and help them."

"…I take it they are in the rough?" Yang carefully asked.

"They're stuck working in the Dust-mines. That will change when I can take on jobs and start making money – help them move from Mantle to Menagerie."

"I'm sorry to hear that. About the Dust-mines, I mean."

Ilia's face twisted slightly as her brow furrowed. "It wasn't easy growing up in Mantle." Her features softened as she paused, her words trailing off as she glanced away from the blonde. "But once I enrolled into combat-school and met _her_ …Things changed, if only a little. I was happy."

Yang nodded and opted to not pry; she knew the outcome already. "Blake told me you're only a year younger than us, so that's three years left. Though, you can still apply for minor jobs while in-training. The pay isn't that great, but it's something you could send back home from time to time."

"I'll have to look into that," Ilia replied and brought another piece of fish to her lips. A satisfied hum gently rumbled in her throat as she savoured it. "Speaking of Blake; I still can't believe she is lending me her girlfriend just to cheer me up, open relationship or not."

"It's not `lending, ´ as much as it's me doing her a favour. Besides, you're way too cute to be passed up."

It was amusing how much you could read from her colour-shifting trait. "T-Thank you…"

Yang flashed her a lopsided smile. "You're even cuter when you blush, you know that?"

"Oh stop it…" said the brunette though she clearly was enjoying the compliments.

"I'm serious! You would give a lot of women a run for their money and I've seen enough of them to know I'm stating the truth." She chuckled to herself. "And not only your looks, but from what Blake has told me and from what I've seen so far, you're a catch. It's not your loss if your ex could not see something so obvious."

"Now you're really making me blush." Given how rosy-red she was all over, it was not an exaggeration. "I'm honestly glad that Blake convinced me to visit. I really needed this."

Yang snickered. "You should have heard her talk about you. It was like an older sister worrying about her sibling and I know what that's like, being an older sister myself." She reached out and tenderly touched Ilia's hand across the table. "She wanted me to give you a night you wouldn't soon forget."

"Well, I certainly appreciate the efforts," the brunette replied. "I'm having a wonderful time so far."

"Then how about we take it to the next step?" Yang said as she got up and held out her hand. "If the lady is in the mood for a dance, that is? The dance-floor is calling us after all."

A clear, airy giggle was probably the best answer she could have hoped for. "I would love to, Yang."

And so they headed down to the massive, impressive scene. The music ranged from `electric swing´ to the kind you expect from a nightclub, with the patrons wild in their every move just the way Yang liked it.

While it took Ilia a moment to get used to, she got into it pretty quick; she spun and moved with the rhythm and the flow as she moved up against the brawler, allowed her to lead, and went just as wild as the other patrons. In its own way it was elegant when they interwove their hands to a slower tune, and time itself seemed to come to a halt.

Yang caressed the small of Ilia's back as they danced, the smaller girl pressing up against her. Lilac pools found themselves looking into light-grey ones and everything else was forgotten.

As far as Yang was concerned the night could end here and she would be completely fine with it.

**OXOXOXO**

"So, where are you taking me next?"

"To the park," Yang said. "You'll see why in a moment."

Ilia was getting giddy. With the way dinner and the dance had been her expectations were fairly high. Being led by Yang holding her hand, she followed the blonde through what seemed like a park with majestic trees and well-trimmed hedges. Vale sure loved their artistic, noble design.

After a few minutes of navigating through what likely was a maze the couple arrived at a quiet spot secluded from the rest of the park; a few benches surrounded a spouting fountain and a few lamp-posts (again with the artistic designs) illuminated the area just enough.

"Have a seat," the brawler said and gestured. "And take a look up above."

The second she did, she was awestruck.

_"Beautiful…"_

The full moon was high up on its perch, glowing brilliantly down on them, but what really struck her were the stars; they were so clear up there.

When had she ever taken the time to look at the stars?

"Just like someone I know~" Yang nudged the girl's shoulder and grinned.

Heat – and pinkish hue – suffused the girl's face and darker spots. "Ever taken a look in a mirror, handsome?"

Yang laughed. "Look at you flirting back."

"Can't blame me, can you?" Ilia looked back up at the night-sky. "Still, this is absolutely beautiful."

"Isn't it? I took Blake out here on one of our dates. I've kept this place in my mind ever since for special occasions."

She certainly could understand why.

"I could sit here and watch them all night…" She scooted closer against the brawler and soon an arm draped over her shoulder. "My ex and I never did something like this. I mean she treated me right and was, to me, absolutely perfect. Until now."

"I can't imagine what that must feel like…"

"And you're better off that way, Yang. I'm sorry, I should not be talking about my ex during our date—"

"It's okay. Get it out of your system. I'll listen."

The chameleon-girl nuzzled up against the blonde and hugged her waist. She was so warm. "If only she had been like you right now, I'd take you home and right into bed. I'm rather envious of Blake right now, having someone like you in her life – someone to hug her, love her…comfort her." Her hand strayed away from Yang at the remark. "I should watch where I keep my hands, heh."

Yang scratched her cheek. "Well...Blake did tell me that if you wanted, and only if you wanted, then…sex was not out of the question. Just throwing that out there."

Ilia immediately turned to her, eyes wide. Rosy-scarlet suffused her skin and her hair turned a darker crimson.

"…Then…how about we take this to your place and…see what happens?"

**OXOXOXO**

By the time they returned to the dorm room, the night was at its fullest. The ride had been as fast as Yang had been allowed to without getting caught, but the distance from the academy entryway to the room had been frustratingly not fast enough.

There had been hands straying up and down moving bodies and lingering looks the whole way until the couple finally stumbled into the room and closed the door behind them—

"I take it the date was a success?" A small lamp suddenly flickered on and revealed the feline brunette sitting comfortably on a chair in the corner, her smile bordering on a grin.

"Blake?! I, uh, didn't see you there! I thought you would, uhm… _not_ be here?"

"I told you there was a catch if Ilia wanted to take you for a ride," Blake said with a silky-smooth, sensually-laced chuckle. "And that is that **I get to watch."**

So _that_ was the catch. It didn't strike the brawler as odd as much as it should when she thought back on their sexual escapades. Hell, Blake had watched her and Kali together and vice-versa and just the thought of Blake watching got her raring to go already.

With merely a nod and a wink, Yang then turned to the blushing chameleon. "So, are you ready?"

"I…guess…" Ilia meekly replied. Was she having second thoughts? "It's just…weird to think that I'm going to sleep with my best friend's girlfriend…" She glanced over at Blake and nibbled on her lower lip. "And while she _watches_ , nonetheless. Are you sure—"

"I'll do _anything_ for my sweetheart. And she _really_ wants me to show you a good time…so with that greenlighting I'll rock your fucking world, Ilia. Tonight I'm all yours." Yang smirked and winked at her. "What do you want me to do first? Or…" She chuckled huskily. "Perhaps you want to do things to _me_?"

The brunette's spots turned a faint crimson as her eyes became a gentle pink as she looked up at Yang. She regarded the blonde nervously as she uttered a quiet, "Could you…hold me?"

Yang's heart shattered. Silently acknowledging the request she pulled the girl into a big hug; one arm around the small of her back and the other cradling her head. It was not about sex anymore. The girl, heartbroken and rejected, needed _emotional_ comfort.

Blake stepped up to them and joined in comforting the now trembling girl, whose skin had shifted to green and hair blue along with her darker spots.

"This last part may have been callous of us," Blake stated. "I'm sorry, Ilia."

"Don't be." Her voice was on the verge of cracking, poor thing. "I'm…okay. I didn't realize just how much I needed this is all."

"Are you sure? You don't have to do this if—"

"I'm certain, Blake. But thank you. I'm so glad that I still got you by my side."

"If your ex was stupid enough to dump a cute girl like you, it's her loss," Yang stated. "You deserve so much better so seriously, good riddance."

Ilia giggled. "Thank you. So, uhm…With that in mind," she began, her colours shifting to a faint crimson. "…I think I'd like to start with kissing…if that's alright?"

Blake chuckled and walked back over to her seat.

The blonde snickered and flashed a cheeky grin. "But of course," she replied and chastely pressed her lips against Ilia's. The girl looked so vulnerable just then; heartbroken and desiring physical contact. While Yang wasn't much for gentle lovemaking, she would do anything Ilia asked of her for tonight.

The smaller girl was still absolutely trembling; she barely grazed the blonde's in an attempt to embrace her, and the way she affectionately-yet-carefully kissed Yang back was heart-rending. The breakup must've hit her deep. They had been together for a long time – long enough to for feelings to take root and develop a strong bond. Of course it would hurt when the one you love sever such ties and rip the remains by the roots.

Yang didn't take hold of the reins like she usually did and opted instead to let Ilia get comfortable – let her get used to this, ease her into the situation, and move things along at her own pace. This was her night after all and whatever she wanted, she would get.

The Faunus eventually melted into the kiss and gently reciprocated as she took the initiative. Soon her hands reached up to cup the brawler's cheeks and her kisses grew bolder. The shyness seeped from her and she stepped closer, pressing herself against Yang.

A hand snaked around to the back of the brawler's head. Ilia's tongue prodded her lips, begged for entrance, and Yang parted upon the silent askance. The Faunus' tongue slid the blonde's and explored her oral cavern, coiled as the smaller girl got passionate with the kisses. Then rougher. Hungry.

And suddenly it felt like Ilia's tongue was poking against the back of the brawler's throat and Yang promptly stepped away to see the _long_ flexible organ slide out. Astonishing.

"Whoa…Is that another Faunus trait of yours or something?"

The brunette flinched. "S-Sorry…I got carried away. My ex liked it when…"

"Hey I'm not complaining! Just…wasn't expecting that is all," Yang replied. "Shall we continue?"

"Y-Yes, but…we should perhaps move things along. Eventually." Her body turned a soft raspberry red as she fidgeted in place, her thighs pushed together. "Just saying…"

Yang laughed. "Someone is eager! I like that." She watched the Faunus' attempt of kneeling down wearing a dress. "Uh…What are you doing?"

Ilia looked up at her, puzzled. "I was told you are what they call a hermaphrodite, so I assumed you'd want me to…you know."

"Oh, we'll get to that later! Up you go!" Yang said as she helped her date back to her feet. "It's your night, cutie."

The darker spots over Ilia's body flared up to a rose pink shade from the implication. "O-Okay…So…Should I lie down or…?"

"Whichever you feel most comfortable in."

Ilia nodded and glanced around the room; she caught Blake who was pawing her breasts through her shirt and smirked back at her and the chameleon's heart went pit-a-pat. It was embarrassing enough that she would be having sex with her best friend's girlfriend, but having said best friend watch her while they did it?

The tingle of excitement that dampened her sex was undeniable.

Ilia made her way to the pair's beds (which had been pushed together instead of being a makeshift bunk-bed since they got together) and peeked over her shoulder at the brawler expectantly.

Yang stepped up behind her and nimbly worked the Faunus out of the dress; now that Yang had a proper look at it (finally!) it was tight enough to really accentuate her curves and the unbelievable low dip in the back revealed the tiniest bit of the valley between Ilia's butt-cheeks.

The urge to just press her face against it was shockingly strong.

She watched the brunette's colour-shifting skin change like a heart-beat, completely taken by the womanly curves she possessed; she was athletically built enough for a Huntress-in-training, but she was all _woman._ And her backside…

Yang's nostrils flared as her pupils dilated. The heart-shaped perfection, snugly hugging the back of black-laced thong underwear, had her cock straining against her pants.

"I'll…keep the shoes on," Ilia then stated as she shyly tried to cover herself. "Too much of a hassle."

"Yeah…sure…" Yang panted. Shit. She was already losing it. "Bed."

"Right." The brunette spun around and was startled by the burning lust in Yang's eyes. It was a gaze she hadn't seen in a while and it made her weak by the knees.

The blonde eyed her over once: black-laced bra. Matching underwear. Her bust didn't _stick out_ much, (Eeeyyy!) but it didn't matter. Ilia was plenty cute and beautiful without large sweater-puppies. One might say she was cuter without them.

"I feel sorry for whoever didn't want to come home to this every day," Yang stated and warmly smiled. "The underwear looks great on you."

"Thanks…Uhm…Blake picked them out for me."

Yang smirked. "I should've known. Please sit. I got you."

Ilia did as told, her eyes glued towards Yang the entire time. She undid the ponytail, her hair now free, and watched as the blonde kneeled down and practically crawled over…nudged the brunette's legs aside and spread her thighs apart…inched closer and pulled her panties aside…

Yang's mouth watered. The brunette's pretty pink sex was glistening with excitement and the scent was musky. Meaty labia lips greeted her along with a large clit perched above, underneath a small triangle of auburn hair.

It'd be a crime not to pay sweet, sweet tribute. Yang could not control herself and pressed her face against Ilia's slick sex.

"Ahh! Y-Yang!"

She inhaled as deeply as she could from the intoxicating, mouth-watering, and heady scent while she lapped a hot path along Ilia's slit. Lapping up sweet, tangy excitement, Yang flicked her flexible organ over and at Ilia's engorged bundle of nerves-

_"OohhYang!"_

-And suckled on it briefly before returning her attention to the pretty pink sex. It was interesting to see the rest of the girl turn a similar shade of pink, but Yang did not stay from her task and stuck her tongue as deep as she could. She drank the unique flavour, savoured it as her mind melted.

Ilia writhed and sharply inhaled with a shiver. Her thighs clenched around the blonde's head as smaller hands buried in golden tresses, only for the blonde to grip and pin them to the bed. Her hips rocked as best as they could against that talented pink muscle as muscles clenched and unclenched repeatedly from jolts of pleasure.

"Yang…Yang…Oh, Yang," Ilia moaned out, her voice cracking. "Gods, you know how to use-AH!"

Pleasure knotted and strained inside of her and boiled up, swelled up further and further.

"She certainly does," Blake agreed with a stifled mewl. "Does she taste good, Yang?" The brawler hummed a response. "Good…Keep it up. Treat her like a queen."

Yang did not need to be told that. She circled her tongue around Ilia's clit before she wagged it along her slit, and the chameleon-girl spread her legs encouragingly when she dipped back inside.

She was melting, her frame going rigid as she came. Her eyes rolled back and toes curled as the knot burst by the flick of a talented tongue, pleasure taking over her in a wave and made her see multi-coloured stars.

When Yang finally stepped back, her bangs were mussed and lower jaw wet with Ilia's juices. The grin on her face made it clear that she was satisfied with her handiwork while the chameleon-girl was a squirming mess.

Ilia's small bust heaved with each breath as fingers scrabbled the sheets. "That…That was…"

"Intense?" The blonde snickered. "Sure seemed like it."

"Yeah…Always feels better when someone else does it."

Yang arched a single brow. "Well, yes, that's the only way you can get it done, by having someone else do it. Or am I missing out something?"

Blake chuckled, though her mirth lessened as she mewled from her own stimuli. "Hey, Ilia…Why don't you show Yang what you can do. I bet she will **love** it."

Yang shot them both a curious look before Ilia gestured for her to stand up. The Faunus' gaze immediately locked onto her bouncing appendage as she sat up, shyly inching closer…

"You, uh…know what to do with one of these…?"

"In theory, sure. I'm not used to real ones; always been a ladies kind of girl, you know?" Ilia replied. "But I think I can return the favour…"

And that she could; slowly she leaned closer and pulled down the zipper, undid Yang's sash, and pulled her pants down—

"Oh? Men's underwear, huh. I didn't expect that."

"It's a whole lot more comfortable," the brawler admitted.

"Makes sense." She eyed the bulge with a glint in her eyes. "Okay...Here goes."

Ilia yanked the underwear down in a single motion and gasped as she narrowly avoided getting smacked in the face by Yang's manhood. Her mouth suddenly felt dry and she crossed her legs as she squirmed in her damp seat.

She took a moment and pursed her lips against the tip of Yang's twitching cock. Soft, gentle, but effective; with albeit slight hesitation, Ilia kept it up and lavished the entire length with kisses until she focused entirely on its mushroom-head. She opened her mouth just enough to allow the very tip of the head inside to wash it with her tongue.

"Mm…That's nice, Ilia…but what was it you were supposed to show—

Ilia pushed forward and took the entire mushroom-head inside her mouth. What trailed out underneath the brawler's cock, however, was what startled the latter; it lapped and slithered along her shaft with alarming reach.

"Holy-!" Yang staggered back a bit and looked down. "You're—

"Her tongue reaches fairly far," Blake said. "Mm…I can only imagine how that must feel~"

Words could not describe it. Ilia was fellating Yang and slowly took more and more of her into that cute mouth of hers, but her tongue was slathering the brawler's cock with an unmatched tongue-bath. For someone who was not familiar with male anatomy, Ilia was doing a superb (blow)job.

Yang threw her head back and quietly let her voice spill out, only for it to escalate once Ilia really sucked her off as deep as possible and her tongue reached even further.

"Oh fuck…"

What else could she say?

The urge to start humping the chameleon-girl's face like it was Kali bending over was irresistible, but she fought it off. Ilia was still treading unfamiliar waters and there was no rush. Let the girl take as long as she wanted for this sensation was absolutely divine.

And the _heat._ Things were getting hotter in here. She had to shed her clothes, lest she burn up completely.

Ilia, meanwhile, focused entirely on pleasing her date. She took yang deeper and applied suction, going by how much Yang moaned and contently sighed above her. Her long tongue lapped over the brawler's pulsing cock and lathered it up as she bobbed her head back and forth.

The musky scent hit her with each breath, but she kept going. If Yang's happy then so was she. Servicing a male sex was weird, but if it was Yang's…

She pulled back and let the shaft slip out with an audible `pop´, saliva bridging her lips to the helmet before it snaps and vanishes into thin air. Her tongue follow suite, albeit slowly, and trails a spit-shine until it slides off and it, too, is connected by spittle.

By the time Ilia glances up, the brawler is fully nude. Sculpted abs, feminine-athletic physique, and pillowy breasts greet her eyes.

"That was amazing, Ilia…" Yang breathes out with a lopsided smile.

It did not feel enough for the Faunus, though. She noticed the heavy, bloated balls hanging beneath the blonde's impressive organ and without thinking—

"H-Hey, Ilia?"

-The chameleon-Faunus nuzzled underneath it, up against the seam of Yang's balls and lets her tongue work its magic. It coils around them, giving them a proper tongue-bath while she suckles on them one at a time. They're big, but one is enough to fit in her oral cavern while her tongue slather and lather up its twin.

The scent was heavy. Unfamiliar, yet addictive.

"Ilia…Holy…"

Good thing she always kept it clean-shaven down there.

Ilia hummed in response and repeated the process with its twin—

Yang abruptly stepped back with a weak chuckle. "Okay, okay! You're way too good with that tongue, Ilia!"

She giggled. "And here I was afraid I would not be able to return the favour. So…What now…?"

Yang playfully grinned and stepped forward, cock bouncing. "We proceed to the main event. Think you can lie down for me, cutie?"

Ilia smiled and chewed on her bottom-lip in anticipation as she scooted back into the bed. With a pillow behind her head, dry sheets beneath and Yang crawling over-

"Be gentle, Yang. Ease her into it." The feline Faunus chuckled. "You'll ease into her soon enough. Just take it slow, treat her right."

The Faunus pair exchanged tender looks as Blake nodded towards her. The zipper on her pants had been pulled down for easier access as she petted the front of her underwear and watched the two of them.

The brawler crawled and loomed over the girl. Ilia spread her shaky legs, her core quivering.

Yang's cock lined up and prodded against slick petals and a jolt zipped through them both. This was it.

Yang adjusted herself and pushed slowly forward. Her rock-hard cock prodded and split meaty labia lips—

_"Ooohh g-gods!"_

-As she penetrated Ilia's tight orifice until all of her length was inside.

It was a snug, wet fit; the sensation was unbelievably euphoric and on a completely different level from Blake and Kali. Of course, Ilia's ex was all woman – no extra appendages –, but it was still a surprise.

Yang took some guilty pleasure from Ilia's contorted face as she writhed and squirmed beneath, the Faunus' chest rising and falling from deep breaths. She let the girl be for a minute to let her get used to this before she continued, all while watching her struggle with the sizeable insertion.

It was erotic in its own way.

Once Ilia's breathing was even and she had stopped moving, Yang asked; "How are you holding up…?"

"Better," the chameleon replied with a small grin. The spots on her body turned a light shade of pink, same with her eyes, and her body itself became a shade of hot pink. Was it possible to spontaneously obtain a new kink and did body-colour swaps count? "J-Just start slow, o-okay?"

"As you wish." Yang did just that. As if she was handling fragile porcelain she moved slowly and tenderly as she slid her cock back out. A stifled whine managed to escape the chameleon girl only to escalate into a long, raspy moan as the blonde sheathed herself back down to the base.

She repeated this as gentle as she could. It almost hurt not being able to pick up her pace, but soon enough Ilia gave her a clear, _"Go ahead, Yang…"_ and Yang thrusted a bit quicker. Sweet friction helped ease her sawing motions as she slid into wet heat, and then paused for a moment before pulling back out. Rinse and repeat.

It went on like that for a small eternity. Yang kept it slow enough for Ilia, who kept writhing in pleasure-pain, her body shifting to and from the hot-pink hue. She raked her nails over the brawler's arms, legs locked behind her. The pain in Ilia's voice seeped over time and her moans became joyful, lusty; proof that she was enjoying it.

`Good,´ Yang thought. She dared to thrust faster, tested the waters, and was glad to see (read: hear) Ilia approve of the new pace of ministrations.

Still in the missionary position, Yang lowered her body close to the Faunus as the latter opened an eye to look at her. With a soft, smoky laugh, the brawler smiled down at her and pressed her lips against Ilia's brow and trailed down her temple, her cheek, and ultimately against the hollow of her throat.

Ilia gently hissed and draped her arms around the blonde, the spot Yang kissed her tingling and stinging sweetly simultaneously and her eyes gradated to a hibiscus crimson. _"Yang…Ahh…Yang…!"_

"Feels good, right?" Blake huskily uttered from her front seat. Her core was damp and staining her underwear as she pleased herself to the sight. "Makes you want even more despite the tickling feeling."

She was right. Ilia kept arching back into the bed and offering up more of herself to Yang, who kept kissing her colour-shifting skin while she still sawed into her feminine channel. Her girlfriend had used sizeable toys and her fingers were certainly magic, but the brawler was different with the way she moved. She reached deeper and while it wasn't a strapon Ilia could appreciate it all the same. (As long as it was Yang's that is.)

It was getting to her. Smaller bursts of bliss bloomed from synapse to synapse and the brunette was beginning to lose control of her camouflaging trait.

"Yang…" she uttered with her voice already raspy, and met the brawler's gaze. "Yang, faster…!"

Yang smiled a lurid smile. The bed was starting to rock with the blonde's thrusts. She was fulfilling Ilia's demand with relish and the force of her trained, muscular body was, to the latter's delight, an added bonus. Yang's balls slapped against Ilia's butt as the former pounded into her, the brawler's cock pummelling the Faunus' tight channel.

_"OHFU-! Y-Yang!"_

Ilia hugged the blonde and raked at her back, sharply breathing through her nose as she bit the insides of her cheeks to stifle herself. Yang was an absolute beast; she could feel the taut muscles underneath the blonde's skin, the swift beat of her heart beneath her breast, and the absolute heat that radiated off her and spread over to the brunette.

Yang had to be careful; Ilia was tighter than Blake – how that was even possibly was filed away for later musing – and the sensation was overwhelmingly addictive. She wanted to sink even deeper and feel those velvety walls clamp down all over her lengthy cock.

Not that she would allow herself to cum just yet; this was about Ilia after all. Mustering all her will-power, the brawler continued to pound the brunette as hard as she could, frantically hammer that sweet channel. The girl felt so tiny by comparison that Yang even wondered if she was going to break her, but the Faunus took her like a champ – a tight, wet champ who kept urging her on for more.

"That's it, Yang…Keep going…" Blake managed to utter between her raspy pants. Her actual pants had been discarded earlier and her shirt had been pulled up as she played with a nipple for added effect. Her black-and-lilac underwear had pooled around her right ankle. "Make her feel as good as I do."

Though it certainly added kindle to her fire, Yang didn't need the added encouragement as she fucked the brunette like a rabid beast.

Ilia scratched at her back and arms; anywhere she could reach, she clawed as a loud string of moans escaped her throat and filled the room.

"Oh Yang, oh Yang, Yang," Ilia moaned out, her skin still changing to and from hot-pink. "Pleasedontstop! Ahh!"

The brawler chuckled. "How many times does that make now?"

The brunette tensed and quivered whilst the blonde continued effortlessly, pleasure blooming through her. "M-More than my girlfriend c-could give meee!"

Yang chuckled again and kissed her brow as she ceased to move. "Hey, Ilia? Would you like to be on top?"

"Huh?"

"It's your night after all. Consider me your human toy," she added with a wink. "You're the master tonight so whatever you want, you'll get."

Ilia's darker spots shifted to a bright pink and a small smile curved her lips. "I…I would like that. I was rarely top in my last relationship."

Smiling back, Yang simply, but effectively flipped rolled over as she dragged the brunette with her.

"You'll love this, Ilia," Blake commented and the chameleon Faunus glanced over with a hungry gaze at the masturbating feline. With her gaze lingering for a second longer than she had meant, Ilia managed to tear her eyes away, her body gradating back and forth to a hot pink and her darker spots lighter in shading.

With Ilia having more control of the flow she was noticeably more relaxed. She watched Yang with a silent appreciation for her body and pawed malleable mounds to the blonde's approval as Ilia slowly worked up a rhythm. She slid up with shaky legs and fell back down before she got the hang of bouncing properly.

Once she did the atmosphere changed. It wasn't slow or gentle; Ilia was riding her thoroughly as she squeezed and kneaded the brawler's tits. Perhaps it was out of vengeance, but the way the brunette moved was wild as she bounced, rolled her hips, and used Yang for pleasure.

The brawler could not complain as she lay there with a beauty like Ilia riding her. The Faunus slid up and down her cock as inner walls clamped down around it, massaged it with warmth smoothness. And with the girl palming her breasts for added stimulation it was a wonder Yang had not blown her load inside of the brunette yet.

The bedsprings flexed at an increasingly quicker rate, drowned out only by the sounds of the trio moaning and grunting. Blake kept fingering herself to the sight of her girlfriend and best friend going at it as she pushed herself over the edge for the umpteenth time. Watching Yang bedding someone else, be it her mother, Kali, or Ilia, had become a guilty pleasure she had accepted; she loved Yang and Yang loved her. And she loved Ilia, too, in a different but certainly no lesser way. Watching them together brought her nothing but joy.

Ilia threw her head back and focused entirely on her bouncy butt gyrating over Yang's groin. The culmination of heat and sweet friction between the apexes of their loins was insane.

"You were r-right, B-Blake!" she exclaimed, loud and husky. "This feels a-amazing!"

Blake chuckled. "I know, right?"

`Amazing´ couldn't do the sensation any justice; it was indescribable how it felt to be on top and basically impaling herself on Yang's manhood. It reached so deep and obscenely filled her channel with each bounce that it nearly knocked the air out of the Faunus.

She could not stop herself from moving despite it. It was completely different from how it used to be with her ex and that alone spurred Illia on. She felt it throb and swell inside of her – nothing like a toy – and it excited her endlessly. The thought of Blake getting having this every night sparked a sense of jealousy within her, but her best friend had gone out of her way to give the brunette a night to remember and cheer her up. For that, she was grateful.

 _Really_ fucking grateful.

Ilia managed a cracked chuckle as she kept riding. Her groin was getting sore and pleasure licked at her bones. The heat suffused the room and dampened her skin as sweat trickled down, her hair clinging to her face.

Yang moaned and bucked her hips ever so slightly as the Faunus rode her. "Fuck, this feels good!"

"Yeah?" Blake said inquiringly as she played with herself. Her voice was husky. "Is she tight?"

"Oh yes…"

"You want to blow your hot, creamy load inside of her?"

"Yes…!" Yang hissed. The sight of the brunette's clit jiggling ever so slightly each time Ilia bounced, and her hot-pink skin made the brawler want to hug her tightly and simply pound away with reckless abandon until she messed her up inside with milky, frothing seed.

But she would not – not yet.

Not until Ilia demanded it.

That being said, the Faunus was a tight little minx who knew how to work that body. And the way Ilia cupped and kneaded her tits so skilfully pleasant was a nice touch as Yang high-fived herself mentally.

"Make sure you kiss her, too," Blake said between her own throes of pleasure. "A simple kiss goes a long way during sex, you know."

Yang chuckled and nodded before busing Ilia's lips with her own.

The minutes ticked away. Yang kept bucking into the bouncing brunette above her. Her hands freely roamed over the chameleon's body, feeling every nook and cranny, dip and curve. She would squeeze ever so tenderly and Ilia would mewl, the darker spots across her being shifting to a gentle red for a moment when she did.

_`Beautiful´_

How on Remnant could anyone willingly dump someone like this?

They remained like this a while longer with the brunette remaining in control of the flow. Yang massaged and felt her body continuously, but her hands frequented the heart-shaped perfection that gyrated over her cock.

Could she make a request, she wondered.

"Hey, Ilia, could you…-ohfuckyes ride it-…indulge me?"

The smaller girl slowed down and leant forward, her messy hair falling over her eyes; she brushed auburn tresses aside and the look in clear, fuchsia eyes was heart-throbbing, her smile perfectly between sexy and genuine happiness. In that moment there was only one way to describe her: breath-taking. "Y-Yes?"

The brawler's heart skipped a beat at the sight. "Uhm…Th-Think you could keep doing what you do…but turn around?" Yang flashed a cheeky smile and patted the full curves of Ilia's rear. "I'd love to see this cute butt of yours."

Ilia straightened, her expression undecipherable. She ceased moving and tossed her hair back with a shy yet playful grin and replied with a smoky, "…Okay."

The brunette slid one leg over Yang and turned until her back was turned, now completely reversed—

"Oh fuck yeah…" Yang whispered. Her eyes were immediately fixated on the smaller girl's rear as it began to resume bouncing and gyrating over her cock. It wasn't as perfect as the infamous Bellabooty, but no less lust-inducing with its round plumpness jiggling with every bounce. Yang barely managed to hold herself back from spanking it and startling the brunette who peered back. "Uh…Sorry. I couldn't help it."

"It's okay," Ilia replied to the brawler's surprise. "It felt…nice."

_Unf._

Yang immediately slapped Ilia's ass again, alternated between spanking and squeezing it, as the brunette kept riding her, the latter humming in approval. The bed creaked underneath as Ilia rode Yang and the brawler using the bedsprings to thrust upwards enough to meet the girl's hips. The Faunus responded positively and it seemed to encourage her as she doubled down on her efforts to ride this bucking bronco.

The bedsprings flexed and the bed creaked to the point that Blake was certain it would break down. Proving resilient, the bed rocked with the two's movements.

Ilia was wild to, her own surprise; as if shackles came undone and she was set free, unfettered and unhindered. If only her ex could see her now and know the raw intense heat that were spreading through her body, the ecstasy that jolted from synapse to synapse, and the knot down her abdomen that threatened to unravel.

She gripped Yang's legs as she worked her rear like magic, pleasure and pulse spiking. Her heart was beating a mile a minute and her mind was almost a blank slate. Her bones had been reduced to pliant, hot goo as pleasure licked all over and her core was a sopping, sensitive mess; the pressure in her belly, the big one, threatened to burst.

Ilia kept bouncing and clamping down around her with a shudder, eagerly milking as much pleasure as she could from it. The euphoria was addling her mind and she squirmed and hugged and scratched her own body in response.

And when Yang started moving faster to match Ilia's rhythm…

Ilia nearly lost it; the brawler's balls slapped against her large clit with every other thrust and each time it did, pleasure burst down below. She writhed and cried out with a drunken smile on her lips as Yang's swollen balls kept slapping against her bundle of nerves and the blonde was certainly enjoying herself; Yang hummed each time she slapped against it, her arms tensing and her grip tightening.

Yet it wasn't enough. She alone couldn't bring herself over the edge. Ilia glanced back at the smiling blonde, her abs, her toned-yet-slender arms. Wondered how good those firm hands would feel over her body. She put two and two together. Communication proved difficult when all that came out was hoarse breaths and mewling moans with the occasional name and `fuck´ every so often, but the brunette was determined.

Finally she clears her throat enough to a smoky tone as she slows down. "Y-Yang…I want you to take me from behind."

The blonde's eyes nearly pop out.

Blake chuckles. "Now you've done it, Ilia. She loves that position – loves to be in control almost as much as she loves a good ass."

The implication suffuses the brunette's pussy with heat anew.

"Lucky me," Ilia replies and flashes a sultry, lopsided smile at Yang. "It's my night, right? Then take me. I want you to."

She was tossed over onto the bed in the blink of an eye. Yang's strong grip on her hips tightened as the blonde pushed and positioned herself properly, and Ilia scrambled to support herself with her shaky arms. She moved her legs and accidentally hit Yang with her shoes, but the brawler did not seem to even notice.

Yang focused entirely on kneading the brunette's hips as her hands slid down to the curves of the latter's buttocks and cupped them possessively.

And she had not even pulled out during the shift of position.

She moved. Pulled back so fast, Ilia thought she would pull out entirely if the helmet had not remained inside. Then, without warning, she slammed it all back inside with as much strength behind her hips as she could muster. Even as Ilia cried out she repeated the motions, kept it slow and rough as she sunk her whole length inside the chameleon-girl.

"Oh hell yes…" the blonde hissed. "That's good…"

Yang's balls slapped against Ilia's engorged clit with each impact; once again, the added stimuli were back and the sparks of that euphoria zipped from neuron to neuron for them both. Desperate, Yang kept it up and accelerated her pacing, muscles tensing and relaxing sporadically.

_"Oh Yang…!"_

"If only you could see yourselves right – _mmph!_ \- n-now…" Blake uttered. "It looks so hot…Keep it up, Yang…Take her. Harder."

Yang didn't need to be told twice. The pacing of her thrusts amped up, but she remained just as rough with the girl even when the bed threatened to break underneath. It was like her cock was wrapped in warm, wet silk that clamped down on her length in a tight grip and she wanted more – _craved_ more!

Ilia was screaming and didn't even care if anyone heard; the heat, the sound of flesh slapping against flesh, being watched and stretched out inside, it all felt too good! The pleasure-centre in her brain was reduced to a mess as heat licked and raked at her body, pressure knotting down below.

Yang took her harder, faster, knocked the air out of her burning lungs and slapped against her clit vigorously. Her knees weakened, her arms were worse off, and the sheets below were stained with sweat and her own excitement as she trembled.

The room was spinning.

Yang thrusted even faster.

The bed creaked.

"Give her what she wants – what her girlfriend didn't want to," Blake encouraged. "What she _can't_ give."

Sweat trickled down her face.

Yang slapped and palmed Ilia's heart-shaped ass as she fucked her good.

She was drooling. Arms shaking.

They were in a trance and the heat was rising. Her arms would give out beneath her and she'd fall face-first while would Yang continue fucking her like an absolute beast, sating the fire in her core that needed a proper quench.

_Good._

Then, Ilia felt it; clawing at the back of her mind and throbbing down below. They were both close to the euphoric bliss they both craved.

_"Faster, Yang!"_

She was rewarded and burned hotter than ever before as pleasure swelled up and threatened to burst. Each slapped against her clit only pushed the chameleon-girl further over the edge of mind-swiping bliss and her Faunus-trait went haywire as her body shifted to and from hot-pink. Ilia heard Blake encourage them both as she jilled off to the scene and giddily encouraged Yang herself in her haze.

Whatever she had said, the result was all of Yang's strength and speed in animalistic thrusts. The pleasure, the heat, it all culminated and steadily rose higher to unbelievable degrees as Yang strained inside of her, reached deeper than before and her balls slapping repeatedly against-

"Ilia…!" The brawler's voice was heavy and laced with lust. "I'm going to…going to…"

 ** _"DO IT!"_** the Faunus pair shouted simultaneously with Ilia begging further, "I want you to! Take me, cum, do as you please! I'm about to-"

The knot of pressure burst. From synapse to synapse the pleasure crashed over them both; Ilia quivered and cried to the heavens until she fell face-first into the pillows, screaming still, and clutching the sheets in sheer desperation whilst she stained the sheets further. Warm ropes filled her up in copious amounts, the brawler exclaiming various profanities in unbridled bliss as she emptied herself inside the chameleon-girl. Even as she was cumming she still thrusted, balls slapping against Ilia's engorged clit, as she fired healthy, virile streams inside the brunette's silky-smooth pussy. The pleasure, prolonged by Yang's humping, rolled over them in albeit smaller waves continuously for what felt like an eternity of heated haze.

And as the pair finally calmed down like cinders out of the fire, Blake arched and bucked in her seat, hand sodden and voice raspy and raw from screaming, with a satisfied smile upon her lips and muscles sore from spasming.

**OXOXOXO**

"I really don't know how to thank you two," Ilia stated.

Blake and Yang chuckled. "I think you showed us your appreciation thoroughly already," Blake replied. "Shame you have to leave already."

"Time flies when you have fun, but I need to get back to White Fang academy. It's a long journey and I have already stayed longer than I had intended."

"Do you at least feel better?" Yang inquired.

The grin on her face and the gradation to pink on her darker spots said it all. "Yes, very much so; it felt good to be wanted again."

"Well, you'll always be wanted here if you ever decide to bring your cute butt back here," Yang said and got playfully punch in the arm by Blake. "No, but seriously. You're always welcome here. Right, Blake?"

The feline Faunus nodded. "She's right. If you ever want to visit, just give me a call, okay?"

"I will. Thank you both so much for this…I really needed it." She offered them both a quick hug before grabbing her bag. "I need to get onto the airship, but I'll be in touch! Bye for now!"

"Bye for now!" Blake replied as she watched her best friend board the airship. They waved Ilia off until they could no longer see her. "Well, that's that then."

The brawler crossed her arms. "Yeah…"

"Is something wrong, Yang? What, you miss her already?"

"No, no…It's just…I've been thinking."

Blake cocked her head to the side. "Yes?"

"I…" Yang rubbed her neck, gaze cast to the ground. "I know we're in an open relationship and all…I mean, it's amazing, don't get me wrong, but I just want you to know that…" She sighed. Took a moment. Breathed. "If you, in the future, get…well, pregnant…or if you simply don't want me to, you know…Then I will commit fully to you and our family. Just so you know."

Cat ears fluttered. "Yang…I'm glad that you said that. I'll keep that in mind. But for now, we still have a couple of days left of Golden Week and I know Ruby and Weiss won't be back until the day after tomorrow…"

A small grin curved Yang's lips. "You thinking what I'm thinking?"

"If you weren't I would have to assume something was wrong with you." Blake chuckled and pressed her lips against Yang's. "Should we get to work on _our_ family starting tonight?"

**_FIN_ **


End file.
